Our healthcare system is broken. Tap Medical’s vision is to rethink the way you access and experience healthcare process from start to finish! Tap Medical mission is to challenge the status quo and create a virtual healthcare marketplace able to assist Medical Professionals (as defined hereinbelow) to deliver hassle-free simplified access to the Services (as defined hereinbelow) to patients (“Users”). To fulfill its mission, Tap Medical provides its Services on its mobile application, on its Website, on its Medical Professionals’ websites and through its provider desktop Application. We aim to create products that are beautifully designed, simple to use, user-friendly and that improve the lives and wellbeing of our users.
You represent, understand and agree that by clicking “Join Now” or by undertaking similar registering process or by using the Website or the Application that you are entering into a legally binding agreement with Tap Medical.
IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS SET FORTH HEREIN, DO NOT CLICK “JOIN NOW” (OR UNDERTAKE SIMILAR REGISTERING PROCESSES) AND DO NOT ACCESS OR OTHERWISE USE ANY OF TAP MEDICAL’S SERVICES.
Definitions and Interpretation.
For the purposes of this User Agreement, the terms set forth in this Section 2, have the meanings assigned to them below:
- “Agreement” means this User Agreement and Schedule A (Tap Medical “DOS” and “DON’TS”) attached hereto as well as the Privacy Statement attached hereto as Schedule B, which may be amended by Tap Medical from time to time and posted on Tap Medical’s Website.
- “Application” means Tap Medical’s application, which is compatible with various electronic devices, such as, but not limited to, iPhone, iPad, and iPod touch and also accessible through web browsers.
- “Business Partners” means Tap Medical’s affiliates or other business partners, which assist Tap Medical in the development of the Website and other Services, such as Facebook and Apple, which offer marketing or promotional tools and platforms, as well as pharmaceutical companies, medical associations and financial institutions, which offer various services, products, goods or promotions to the Users via Tap Medical’s platform.
- “Confidential Information” means any information whether oral, written or digital, or provided, disclosed, furnished or prepared before, on or after the effective date of this User Agreement, and all copies and tangible or intangible embodiments thereof relating to Tap Medical’s business.
- “Content” means any information (such as data files, text, software, audio or other files, photographs, videos or other images) rendered available by Tap Medical to which the User may have access on the Website or account, or via Tap Medical’s Application or other Services; and “content” not capitalized shall designate the content rendered available by any User via the Services other than Patient Information.
- “Intellectual Property” means all intellectual property rights or moral rights of any kind or nature throughout the world including, without limitation: all inventions, improvements, ideas, processes, formulas, algorithms, technical developments, works, technical information such as software, software codes, firmware and hardware, graphics, execution modes, interfaces, components required to create, develop, maintain or modify the Website, the Application, the Content, your account or any other Service, models, prototypes, specifications, methods, patterns, and all: (i) patents, patent applications, continuations, continuations-in-part, divisionals, reissues, re-examinations; (ii) copyrights, copyright applications and copyrightable subject matter, registrations substitutions and extensions; (iii) industrial designs, applications and registrations; (iv) trademarks and trade names, and their respective applications and registrations; (v) trade secrets and know how, and (iv) all other forms of proprietary information related thereto.
- “Law” designates all applicable laws in force in the province of Quebec including the ones pertaining to: (i) the protection of Personal Information such as the Act Respecting the Protection of Personal Information in the Private Sector (Quebec), (ii) health information; and (iii) the legal framework for information technology and Canada’s anti-spam legislation, as well as any other overriding provision or public order provision in force in a jurisdiction (such as any other Canadian province or territory) in which the Services are provided, and which would apply irrespective of the choice of governing law.
- “Medical Professionals” means health care providers, clinics, hospitals, doctors, nurses, physio therapists, and other health professionals which may contract with Tap Medical for the provision of their professional services to Users.
- “Patient Information” means all health information and other information about Users, including their Personal Information which may be provided by Users or obtained by Medical Professionals with respect to Users.
- “Personal Information” means any information about an identifiable individual such as his or her name, telephone number, address, email address, profession, qualifications and license number.
- “Representative” means any beneficiary, mandatory, adviser or other authorized representative (such as healthcare professionals’ assistants) who have been authorized by Law or pursuant to an agreement to represent and act on behalf of any party in connection with this Agreement.
- “Services” means functions and services such as, but not limited to, scheduling, collaboration, education and providing documentation that Tap Medical makes available through its technological platform available via: (a) its Website (including, subdomains, widgets and mobile versions); (b) its Application; (c) the Content; (d) your account or any other programs, media and software designed to be run on electronic devices, existing now or developed in the future.
- “Tap Medical” means 9338-7900 Quebec Inc., a legal person governed by the Business Corporations Act (Quebec), as well as its Representatives and, wherever applicable, any other entity to which Tap Medical’s rights and obligations are assigned.
- “User” means a patient who uses the Services and/or Application as well as his or her Representative (s).
- “Website” means Tap Medical’s website (http://www.tapmedical.ca/).
Services and Consideration.
- Tap Medical agrees to provide the Services, the whole in accordance with the terms and conditions set forth in this User Agreement.
- The right to use the Website, the Application and the Services granted to the User pursuant to Section 5, is provided to the User on a royalty-free basis. However, in the event that Tap Medical increases the scope of the Services to be offered to User, and User wishes to avail itself of such new Services (the “New Services”), Tap Medical may charge fees (“Fees”) for such New Services. User will have the option to either accept such New Services or not. If he accepts to subscribe for the New Services, User will be required to pay the Fees then announced or published by Tap Medical from time to time.
- In addition to the foregoing, the User understands and agrees that even if the Services are provided on a without charge basis, carrier’s normal rates and fees for the use of his/her electronic device, including data charges, will apply. Furthermore, with respect to Fee based Services, the following terms apply will apply:
- All Fees are exclusive of all applicable taxes. All such taxes are calculated based on the billing information that the User provides to Tap Medical at the time of purchase.
- All Fees will be listed in Canadian dollars. The User’s purchase may be subject to foreign exchange fees or differences in prices based on location (e.g. exchange rates);
- Unless User cancels his/her account or any of the requested Services in the manner set forth in Subsection 10.3 hereinbelow, User will be deemed to have agreed to remain a Service subscriber. Accordingly, should the User’s credit card expire or any payments not go through, Tap Medical may keep providing the User with the requested Services and will invoice the User for all Fees.
- User must pay Tap Medical for applicable fees and taxes until User cancels the Services (in the manner set forth in Subsection 10.3 hereunder), in which case User will have to fully pay any amount accrued or due with respect to the cancelled Service(s) prior to the cancellation of said Service(s).
- The Fees may be changed at Tap Medical’s discretion, the whole as set forth in Subsection 12.2.
User’s Representations and Obligations.
- Service Eligibility. User represents that he or she: (i) qualifies as a User, (ii) will have one (1) – and no more than one (1) – Tap Medical account, which must be in the User’s real name; and (iii) is not restricted by Tap Medical, by Law or by any governmental or regulatory entity from using the Services.
- User Membership. As between the User and others, the User represents that the User’s account belongs exclusively to the User, and that it will not allow any other person or entity to access said account, other than User’s Representative(s).
- Confidentiality and Security Safeguards. In order to preserve the confidentiality and security of the information, and most importantly of the Patients’ Information, contained, displayed or otherwise rendered available on User’s account, User represents and agrees: (i) to choose a strong and secure password; (ii) to keep said password secure and confidential; (iii) not to transfer or duplicate any part of User’s account, of the Content, of the Website, of the Application or of any other Services to any other person (e.g., connections or groups) or on any other platform, program or system (such as a cloud computing system, a mobile device hard drive or a USB key); and (iv) to abide by the Law, the terms and conditions of this User Agreement and to fully comply with the provisions of Schedule “A” attached hereto (Dos and Don’ts). User is responsible for all actions and consequences that arise through the use of the User’s account. In that respect, User represents that User will immediately inform Tap Medical in the event of any loss, theft, or any fraudulent, accidental or unauthorized use, modification, distribution, disclosure, reproduction, publication, dissemination or access of User’s account, of the Services, of the Content or of the Website, or any breach of security.
- Use of the Services. User represents that User will use the Services, the Content, the Website, the Application and User’s account: (i) for the sole purposes authorized by this Agreement; (ii) in accordance with User’s ethical obligations and any other law or regulation that governs the practice of User’s profession; (iii) in full compliance with all other applicable Laws; and (iv) in compliance with Schedule A hereto.
- No Third-Party Access. Except as required by Law and in furtherance of the provisions set forth in Subsection 4.3 above, User represents that: (i) User will not permit any third-party to use or access User’s account or otherwise benefit from the Services without Tap Medical’s prior written approval thereof; (ii) User will not access or authorize or assist any person or entity in accessing or attempting to access, any portion of the Services via any means other than by the commercial browser (such as Internet Explorer, Mozilla Firefox, Chrome or Safari) or mobile app that Tap Medical has authorized and, whenever applicable, provided to User; (iii) User will not access the Services, the Content, the Website, the Application or User’s account using automated means (such as harvesting bots, robots, spiders or scrapers); and (iv) User will not upload viruses or malicious codes.
- Content User Provides on the Platform. User represents that User will only provide, disclose or otherwise render available content or information that does not violate the Law or the rights of any persons (e.g. without violating any Intellectual Property rights or breaching a contract). User also represents that User’s profile information will be truthful. Finally, User represents that User is the only person liable for the content (including the hyperlinks) that User creates, transmits, uploads, modifies, erases, duplicates or posts in the course of User’s use of the Services; and in this regard, assumes full responsibility for User’s actions, inactions or delays in reaction (including any loss or injury sustained by Tap Medical) as provided for in Subsection 9. User acknowledges that Tap Medical, by reason thereof, may not be held liable to User or to anyone else.
- Sharing Patients’ Information. In the course of their professional activities, Medical Professionals may take or obtain User’s Patient Information via their secured Tap Medical accounts. As the custodian of very sensitive information, Users need to carefully consider their legal and ethical obligations to determine: (i) the types of information that will be added to, stored and saved on Tap Medical’s platform; (ii) the place where such information will be uploaded, saved and stored; (iii) which Patients’ Information will be disclosed to other Users via the Services; and (iv) which information will need to be included to Patients’ records. The following considerations are essential: (a) as Users are responsible for ensuring, at all times, their full compliance with all applicable Laws and ethical standards – such as those pertaining to the creation, maintenance and destruction of records, Patients’ general right to control the use and further disclosure of their health information and Patients’ right of reasonable access to the information contained in their medical records; and (b) bearing in mind the disclaimers set forth in Section 8 and the fact that Users are forbidden from granting access to the Services (or to their account) to any third party other than their Representative.
Grant of Right to Use the Service.
- Tap Medical grants the User a non-exclusive, personal, non-transferable, revocable and limited right to use the Services to which it subscribes as well as Tap Medical’s Website and Application as required to access or use the Services during the Term as defined in Section 10.1, subject to User’s full compliance at all times with the terms and conditions set forth in this User Agreement.
- Without prior express, written authorization from Tap Medical, User may not transfer, distribute, create derivatives of, sell, lend, lease, sub-licence or otherwise assign, in whole or in part the rights granted pursuant to Subsection 5.1 (including access to User’s account), or otherwise encumber or grant a security interest in the Website, Application, Services, User’s account.
- User shall not (and may not authorize any third party to use or exploit the Services, Application, Website, Content or account in any unauthorized manner whatsoever, including but not limited to trespass or burdening network capacity;
- unless User is permitted or expressly required by Law or unless User has been granted Tap Medical’s express, written authorization to do so. Should User attempt to engage in any activity described in this Section 5.2, User will be deemed to have committed said activity.
Tap Medical’s Property.
With respect to Tap Medical Property:
- User acknowledges and agrees that, unless otherwise expressly provided for in this Agreement, Tap Medical and its licensors and assigns holds all proprietary rights (and other rights) with respect to the Website, the Application, the Services, User’s account and the Content, including all Intellectual Property rights related to the foregoing (regardless of the territory or whether or not such rights have been registered). User additionally acknowledges that the foregoing may contain data that constitutes Confidential Information, and represents that User will not disseminate, publish or otherwise render available such information without obtaining the prior written consent of Tap Medical, any content provided by Medical Professionals or Tap Medical’s Business Partners.
- In the absence of an express, written agreement with Tap Medical, this Agreement does not give User the right to use, communicate or refer to the tradenames, trademarks, service marks, logos, domain names or any other distinctive sign or name of Tap Medical.
- User agrees not to remove, conceal, obscure or change: (i) any copyright or other mentions related to the Intellectual Property rights of Tap Medical or any of its licensors, such as mentions related to copyright and marks that may be placed on, or contained in the Services or on the Website, the Application, the User’s account or elsewhere; and (ii) any Content or any content provided by Tap Medical Business Partners.
User Content and Information.
With respect to Users’ property and other information:
- As to Patients’ Information, Tap Medical represents that it will not use such Information or otherwise claim rights of ownership over such notes, or duplicate (other than via backups described in Subsection 8.4), reproduce, edit, alter, erase or modify in any other manner whatsoever the foregoing, unless such Patients’ Information is aggregated and de-identified pursuant to Paragraph 6.2.2.
- User acknowledges and agrees that Tap Medical may collect, use, store and share aggregate de-identified information about Users for various commercial and non-commercial purposes, including the financing of the Services it offers, as described. To this end, Tap Medical will ensure that the information has been de-identified to a sufficient degree to protect Users from re-identification (i.e. that no User is individually identifiable and that there is no reasonable grounds to believe that such data could be used to identify any individual), the whole as set forth in the Privacy Statement annexed hereto as Schedule “B” and forming part hereof. In the event of any conflict between this User Agreement and the Privacy Statement, Schedule “B” shall prevail and supercede.
- Tap Medical agrees: (i) to preserve the confidential nature of the Patient Information and to treat such Information with at least the same degree of care that would be used to protect the confidentiality of its own Confidential Information, and in any event with no less than a reasonable standard of care; (ii) to use the Patient Information solely to meet and discharge their other obligations provided for in this Agreement; (iii) to hold Patient Information in confidence and not to use, modify, delete, alter, distribute, disclose, reproduce, publish, disseminate or otherwise render accessible any Patient Information to anyone other than its personnel and the Medical Professionals on a “need-to-know” basis or any other person, provided that the disclosing party agrees beforehand to such disclosure or communication; (iv) to ensure (a) that any of their personnel having access or being disclosed Confidential Information is under a legal obligation to preserve the confidential nature of the Confidential Information; and (b) that any such personnel is duly informed of this obligation and bound by a confidentiality and non-disclosure agreement at least as stringent as the provisions of this Section 7; (iv) to promptly inform User after becoming aware of any loss or theft, any fraudulent or accidental or unauthorized occurrence of the foregoing, any event threatening the security or the confidentiality of the Patient Information, any request for disclosure required by Law, or any other breach of this Agreement committed by User or Tap Medical or any third party.
- At the request of the User, Tap Medical agrees to destroy or irrevocably erase all such Patient Information or documentation. Tap Medical may retain one (1) copy of Patient Information in order to comply with legal requirements, provided that ongoing obligations of confidentiality remain applicable to such Patient Information.
Disclaimer and Limitation of Liability.
- Services and Information Availability. Tap Medical may change, suspend or end any Service, limit your ability to contact other Users or change and modify prices prospectively in its discretion, the whole in accordance with Subsection 12.2. To the fullest extent allowed under Law, these changes will be effective upon notice provided to the User in accordance with Section 12.5 hereof. Unless storage Services are expressly purchased by the User, Tap Medical is under no obligation to store any Content or any content rendered available by any User. Accordingly, User agrees that Tap Medical has no obligation to store, maintain or provide User a copy of any such Content, or content (or information) that User or the other Users provide on the Website or the Application, any account or any other platform pertaining to the Services, except to the extent required by applicable Law. Furthermore, if Tap Medical believes that User is in breach of any term or condition set forth in this Agreement or does not fully comply with the Law, then Tap Medical reserves the right: (i) to limit or restrict User’s right to use or access the Services, including the number of connections and the ability to contact other Users.; (ii) to suspend, or terminate the rights granted to User pursuant to Subsection 5.1; or (iii) to shut down User’s account. Finally, should the Website, the Application, the Content, the Services and/or User’s account prove defective, Tap Medical reserves the right to interrupt or suspend (in whole or in part) or even to terminate User’s access or any functionality of the foregoing, and wherever applicable, any User shall assume the entire cost of all necessary servicing of, repair to, or correction of User’s own electronic device.
- Availability of Patients’ Information. Even though Tap Medical uses services and data centres that are the best suited and secured for the Services offered, the parties recognize that such Services and platforms are not infallible. With respect to technology breakdowns and other deficiencies, Tap Medical expressly draws User’s attention to the disclaimers set forth in Subsections 8.5, 8.9 and 8.10 and, amongst other things, Tap Medical stresses that to the fullest extent permissible by Law, Tap Medical will not be liable for the consequences that Users may incur due to Services disruptions, shut downs or dysfunctions. As to Users’ acts and omissions, Tap Medical denies and disclaims all liability it may have, including with respect to: (i) improper access, use or disclosure by any User of Patients’ Information and other Personal Information; (ii) inaccuracy of any information and the consequences incurred by any Users’ (or third parties’) reliance on such information; (iii) breach of confidentiality by conveying medical information, by holding or participating in indiscrete conversations concerning a User or the treatment or care rendered to him or her by revealing that a person has called upon a Medical Professional’s services; and (iv) the granting of access to, or the transmission of, information to the wrong User(s).
- Content: By using the Website, the Application, User’s account, the Content or Services, User may encounter content or information such as Patient Information that might be inaccurate, incomplete, delayed, misleading, offensive or otherwise harmful. User agrees that Tap Medical is not responsible for third parties’ or other Users’ content or information or for any damages as a result of User’s use of, or reliance on, the foregoing, and accordingly, User represents that User will use and access the Services, Website, Application, Content and account at User’s own risk, and be responsible for any such damage caused by the User. User further represents that User will not exploit the Services, Website, Application, Content or account: (i) in any unauthorized way whatsoever (as described in Subsection 5.2) ; (ii) in a manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other User or third party; or (iii) other than in full compliance with the Laws and other legislative or normative framework, and User understands and agrees that Tap Medical is in no way responsible for any such use by User or for any harassing, abusing, stalking, threatening, defaming behaviour or of any other form of behaviour such Users may adopt. Finally, User represents that should User become aware of any Intellectual Property violation, infringement or unauthorized possession or use of the Services, Website, Application, Content or account, User will promptly so advise Tap Medical. Additional Dos and Don’ts are set forth in Schedule “A” annexed hereto.
- Backup of User Content. User represents that: (i) User fully understands that when User uploads, publishes or otherwise shares content or uploads on User’s secured account, such content or notes may be available backup copies of the content or notes Users added and later on deleted may persist for a reasonable period of time, but will not be available to others, and (ii) User fully agrees to the foregoing.
- Continual Medical Information. EVEN IF THE WEBSITE, THE APPLICATION OR ANY OTHER SERVICES, AS WELL AS USER’S ACCOUNT AND THE CONTENT CONTAIN INFORMATION RELATING TO INDIVIDUALS’ MEDICAL OR HEALTH CONDITION, TAP MEDCIAL EXPRESSLY POINTS OUT THAT TAP MEDICAL IS NOT PROVIDING MEDICAL ADVICE TO USERS (OR ANY THIRD PARTY) AND ACCORDINGLY THE WEBSITE, APPLICATION, ACCOUNT OR OTHER SERVICES NOR ANY OF THEIR RESPECTIVE CONTENT SHALL: (I) BE USED FOR SELF-DIAGNOSIS; (II) CONSTITUTE OR BE CONSTRUED AS AN INTERPRETATION OF THE MEDICAL CONDITION OF ANY PATIENT OR USER; AND (III) BE CONSIDERED AS GIVING A PROGNOSTIC, AN OPINION, A DIAGNOSIS, A DEFINITE STATEMENT OR A MEDICAL RECOMMENDATION REGARDING ANY PARTICULAR MEDICAL CASE OR TREATMENT THAT SHOULD BE UNDERGONE. AS TO THE PATIENTS’ INFORMATION, SUCH INFORMATION IS INDEPENDENTLY ADDED BY USERS, AND DUE TO ITS VERY NATURE IS NOT CONTROLLED OR REVIEWED BY TAP MEDICAL; HENCE, TAP MEDICAL EMPHASIZES THAT USERS ARE RESPONSIBLE FOR ALL DECISIONS MADE WHEN RELYING ON SUCH NOTES AND FOR THEIR ACTS AND OMISSIONS.
- Professional Judgment Substitute. Any Content accessed through the Services is for informational and educational purposes only. In no event shall the Services or the Content be considered as a substitute for professional advice, medical care or in-person evaluations offered by a doctor, a pharmacist or any other Representative of professionals in the medical sector. Furthermore, with respect to the Content, as well as any content or Patient Information, each User shall be solely responsible for making an independent assessment, for the medical orientations and decisions taken following User’s use of the Website, Application, Services, User’s account or Content and for the diagnosis and treatments provided therewith. Given that the Content, Website, Application, User’s account and other Services are rendered available for educational purposes only, Tap Medical expressly points out that the foregoing may solely be used and accessed in the manner set forth in this Agreement. Accordingly, User represents that User will neither distribute, amend, modify, convey, transmit, reuse, forward or otherwise render available the Website, the Application, User’s account, the Content or the Services to any third party, nor use or try to use the foregoing for public or commercial purposes without the prior express written authorization of Tap Medical.
- Content Provided by Users. Even if Tap Medical uses its best efforts to ascertain that the Content of the Website, the Application or any other Service and any other content is accurate and up-to-date, Tap Medical does not have the full control over such content as: (i) some information rendered available online is directly posted or otherwise communicated by Users; and (ii) some other information is changing rapidly in the field of medicine. Accordingly, Tap Medical stresses that it is not responsible for the accuracy or completeness of information available from or through the Website, Application, Users’ accounts or other Services. Tap Medical emphasizes that due to the very nature of Patients’ Information; it does not verify or control same and thus shall not be held accountable for its accuracy, completeness or for any other error, inaccuracy, its incomplete character, or for any other defect in form or substance with respect thereof. User represents that User will assume full risk and responsibility for the use of information obtained from or through the Services.
- Third Parties’ Websites and Applications. Hyperlinks to internet websites or access to applications operated by third parties may expose Users to information or other content available by said third parties. However, Tap Medical does not have control over the content or information of such hyperlinks and other applications. Accordingly, even if Tap Medical: (i) has put in place policies to regulate the nature and content of the information provided or rendered available by Users or Business Partners; (ii) reserves the right to make amendments, corrections or enhancements with regard to information, products and programs described at any time and may do so without prior notification, and (iii) reviews randomly the content any User or Business Partner may add, Tap Medical emphasizes that it is not responsible for, and does not endorse, any such third parties’ websites and applications, the content of their websites or applications, the quality and efficacy of the information provided on such websites and applications, or any third party provider of healthcare or health-related products, items or services. Tap Medical stresses that it has not seen or examined such websites and applications and that access to such websites and applications is the responsibility of the Users and such access takes place without Tap Medical’s authorization. Tap Medical further denies and disclaims any responsibility for the content of such websites and applications. Tap Medical cannot be held liable for the exactness, completeness, accuracy or intelligibility of the information presented on these websites and applications, or for any form of interruption or termination of the functionality of these websites and applications, whether as a result of any action or omission by Tap Medical or by any third party. Decisions, which rely on the information available or provided on these websites and applications are made at the sole risk of the User. In view of the foregoing, User represents that User is responsible: (i) for deciding if User wants to access or use third party applications or websites; and (ii) for all consequences that would follow from such a decision (for instance, if User allows a third party application or website to authenticate its Tap Medical account or connect User thereto, User may grant a third party a right to access information on Tap Medical’s Website related to the User and User’s connections). Third party applications and websites have their own legal terms and privacy policies. In view of the foregoing, User acknowledges and agrees that Tap Medical may not be held liable for the availability of such external websites and applications and Tap Medical may not be held liable for any loss or injury that User may sustain as a result of the availability of such external websites and applications. User represents that User agrees with the foregoing and that User will assume that any website and application (other than the Website or Application) are provided by a third party.
- No Warranty. EVEN IF TAP MEDICAL USES TECHNOLOGIES CONFIGURED: (I) TO ALLOW SECURE USER ACCESS TO PRIVATE SERVERS; (II) TO GIVE USERS THE BENEFITS OF CANADA’S SECURITY, POLITICAL STABILITY, AND STRICT PRIVACY LAWS; (III) TO GRANT USERS BUSINESS CONTINUITY, SCALABILITY, AND MINIMAL NETWORK LATENCY; AND (IV) TO GIVE TAP MEDICAL OR USERS COMPLETE CONTROL OVER THE SERVICES AND THE CONTENT OR CONTENT (OR PATIENTS’ INFORMATION), ANY ELECTRONIC SUPPORT-JUST AS ANY OTHER FORM OF SUPPORT – IS NOT INFALLIBLE AND IS NOT FULLY SHELTERED FROM UNFORESEEABLE EVENTS OR EVENTS OF FORCE MAJEURE OR CYBER ATTACKS (AND OTHER ILLEGAL ACTS). ALSO, EVEN IF THE TECHNOLOGIES AND PLATFORM ARE OF MERCHANTABLE QUALITY AND ARE SUITABLE FOR THE PROVISIONS OF SERVICES, THEY WERE NOT CREATED TO SATISFY EACH USERS’ SPECIFIC NEEDS OR INTENDED USE. ACCORDINGLY, TO THE FULLEST EXTENT ALLOWED UNDER LAW, TAP MEDICAL: (I) DISCLAIMS ALL EXPRESS, IMPLIED, ORAL OR WRITTEN GUARANTEES, WARRANTIES AND REPRESENTATIONS (I.E. THOSE PERTAINING TO (A) COMMUNICATION; (B) SUITABILITY OF THE SERVICES AND CONTENT FOR A PARTICULAR PURPOSE; (C) BUG-FREE, ERROR-FREE, CONTINUOUS AND UNINTERRUPTED USE OF THE SERVICES, WEBSITE, APPLICATION, USER ACCOUNT AND ANY OF THE CONTENT; (D) THE FACT THAT THE SERVICES, THE WEBSITE, THE APPLICATION, THE CONTENT OR USERS’ ACCOUNTS WILL RUN WITHOUT DELAYS; (E) THE ABSENCE OF ANY ADVERSE EFFECT ON THE USERS’ SYSTEM, TECHNOLOGY OR DATA; (F) THE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OTHER THAN THOSE PROVIDED FOR IN THIS AGREEMENT; AND (II) EMPHASIZES THAT THE SERVICES, WEBSITE, APPLICATION, USERS’ ACCOUNTS AND CONTENT ARE PROVIDED ON AN “AS IS” AND AN “AS AVAILABLE” BASIS.
- Exclusion of Liability. TO THE FULLEST EXTENT PERMITTED UNDER LAW, TAP MEDICAL SHALL NOT BE LIABLE TO USERS OR OTHERS FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICES (I.E. OFFENSIVE OR DEFAMATORY STATEMENTS, DOWN TIME OR LOSS, USE OR CHANGES TO USER INFORMATION OR CONTENT, TAP MEDICAL’S CONTENT, THE WEBSITE OR ANY OTHER SERVICE), OR FOR THE QUALITY OF THE SERVICES TO BE RENDERED BY THE MEDICAL PROFESSIONALS THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE RELATIONSHIP BETWEEN YOU AND TAP MEDICAL AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (I.E. WARRANTY, TORT, NEGLIGENCE, CONTRACT) AND EVEN IF TAP MEDICAL HAS BEEN NOTIFIED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
- User acknowledges that User is the only person liable for any violation of, or failure to comply with, User’s obligations under the Agreement or any use made of User’s account or based on User’s failure to restrict third persons’ access to the Application and the Website through the use of User’s account or the consequences (including any loss or injury sustained by Tap Medical) of such violation. In this regard User expressly acknowledges that Tap Medical may not be held liable to the User or any third party.
- USER REPRESENTS, COVENANTS AND AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS TAP MEDICAL, ITS AFFILIATED COMPANIES AND ITS DIRECTORS, EMPLOYEES, ADMINISTRATORS AND OTHER REPRESENTATIVES OR BUSINESS PARTNERS FROM ANY AND ALL CLAIMS, DEMANDS, JUDICIAL PROCEDURES, ACTIONS, FINES, FEES, LOSSES, INJURIES, REQUESTS, LOSS, INJURIES AND DAMAGES (DIRECT OR INDIRECT), OF ANY KIND WHATSOEVER, KNOWN OR UNKNOWN, ARISING IN ANY MANNER WHATSOEVER FROM THE OMISSION, USE OR MISUSE OF THE WEBSITE, APPLICATION, ACCOUNT, CONTENT OR SERVICES.
- This User Agreement shall become effective on the date it is accepted by User as provided for in Section 1 and shall remain in full force and effect until terminated in the manner set forth hereunder (“Term”).
- This User Agreement shall immediately and automatically be terminated with respect to either the User or Tap Medical, if such party: (i) makes a general assignment for the benefit of creditors or becomes insolvent; (ii) ceases to carry out a significant level of activities as required under the Agreement (and in the Users’ case, if it ceases to qualify as a User); (iii) misrepresents or submits false, inaccurate or misleading information to the other party; or (iv) fails to comply at any time with a conditional undertaking or material term of the Agreement (such as the obligation to qualify at all times as a User);
- This User Agreement may be terminated by either the User or Tap Medical if the other party fails to comply with any other term set out in the User Agreement, and such default is not corrected within thirty (30) days following written notice given to that effect, or may be terminated in accordance with Subsection 10.2.
- This User Agreement can otherwise be terminated by either party without cause upon notice given in accordance with Subsection 12.512.5.
- Should this User Agreement be terminated User (i) shall take all necessary steps to honour all financial commitments not already fulfilled; (ii) shall stop using the Website, Application, Content, account or other Services; (iii) shall refrain from making any copy of the foregoing, unless otherwise expressly agreed with Tap Medical or permitted under this User Agreement; and (iv) shall remain bound by the rights and obligations, which by their nature, should survive the expiration or termination of this User Agreement and Tap Medical shall have the right to erase User’s account and remove any content, including any information or document added or shared by User.
Applicable Law and Forum.
- This User Agreement is governed, construed and interpreted in accordance with the Laws in force in the Province of Quebec and those applicable in Canada, without regard to private international law principles.
- The parties will irrevocably submit disputes that have arisen or will arise from or with respect to this User Agreement to the courts in the judicial district of Montreal, Province of Quebec. The parties acknowledge that the United Nations Convention on Contracts for the International Sale of Goods does not apply to the User Agreement.
- Entire Agreement. The User Agreement and all schedules contained herein shall constitute, in conjunction with the Privacy Statement and the Service Agreement, the entire agreement between the parties.
- Any amendment of, or revision to, the User Agreement requested by User must be in writing and agreed upon by both parties before it shall become effective and binding. As to Tap Medical, it may change the terms of the User Agreement. Such changes shall be brought to User’s attention in accordance with Subsection 12.5 hereunder. Should User disagree with the amendment(s) made, User is entitled to cancel this User Agreement as provided for in Subsection 10.4 before the amendment(s) come into effect. In case User does not exercise User’s right to cancel the User Agreement, User is deemed to have consented to the amended terms and conditions. The Privacy Statement and the Service Agreement may also be amended from time to time by Tap Medical. Such amendment shall be posted on Tap Medical’s Website.
- Transfer or other Assignments. User shall not transfer, sell, lease, encumber or otherwise assign this User Agreement or any right, obligation, undertaking or interest, provided for in the User Agreement, in whole or in part, without the prior written consent of Tap Medical. Any transfer, lease, encumbrance or assignment granted in contravention to this User Agreement shall be void and of no effect.
- The failure of Tap Medical to enforce any provision of this User Agreement at any time any during the term of this User Agreement or any right in respect thereof shall in no way be considered to be a waiver of the right to enforce any right or provision of this User Agreement. Likewise, the waiver of any breach shall not be deemed to be a waiver of any future beach, even similar in nature or to affect the validity of this Agreement.
- All notices provided by User to Tap Medical shall be in writing and shall be deemed to have been given, delivered or made on the date they are: (i) delivered by hand; (ii) received from any reputable delivery service that provides tracking and written verification of delivery; or (iii) transmitted by email or by any other technological means, provided that such transmission can be attested by a confirmation of transmission; and shall be addressed to Tap Medical at the addresses hereunder mentioned or such other address subsequently specified in writing by Tap Medical to : (i) Address:4455 rue Sherbrooke Ouest, 1er étage, Westmount (Québec), H3Z 1E7, Canada, and (ii) Email: info@tapMedical.ca.
As to the notifications sent to User, User agrees that Tap Medical may provide notices in the following ways: (i) a banner notice on the Website, Application, Provider Dashboard, Content, account or other Services; or (ii) an email sent to an address provided to User by Tap Medical or that you provided to Tap Medical, or (iii) through other means, including mobile number, telephone, or mail. User agrees to keep User’s contact information up to date.
If any decision, notice or act is required hereunder to be done or given, or if any period of time is to expire hereunder on any day that is not a business day, namely a Saturday, Sunday or other day on which the principal commercial banks in Montreal (Quebec) are not open for business during normal business hours, such act shall be required to be done or notice shall be required to be given or time shall expire on the next succeeding business day.
- Severability. If any covenant, provision or part (of any provision or covenant) of this Agreement is determined by a court of competent jurisdiction to be invalid, unenforceable or in conflict with any applicable Law, such covenant, provision or part (of any provision or covenant) shall be deemed: (i) to be independent of the remainder of this Agreement and to be severed therefrom, and its invalidity, unenforceability or illegality shall not affect, impair or invalidate the remainder of this Agreement, so that all rights and obligations shall be construed and enforced as if this Agreement did not contain the particular part or term(s) held to be invalid; and (ii) to be applicable and enforceable to the fullest extent permitted by Law against any person and in any circumstance expect those as to which it has been held or rendered invalid, unenforceable or illegal.
- Electronic Version of Agreement: The parties agree that the legal value and the validity of the present User Agreement is neither increased nor diminished based on the chosen medium or technology. Accordingly the electronic copy will be deemed authentic provided that its integrity can be ensured, and will have the same legal value and validity, and will fulfil the same functions of a paper copy.
- Survival: Rights and obligations which by their nature should survive the expiration or termination of this Agreement, including rights and obligations under this Subsection, as well as Sections 2, 3, 6, 7, 8, 9, 10.5, 11 and this Section 12 shall remain in full force and effect.
- English Language: The parties have expressly required that this User Agreement and each schedule incorporated and attached hereto be drafted in the English language. Les parties aux présentes ont expressément exigé que ce contrat et chacune de ses annexes incorporée par référence soient rédigés en langue anglaise.
IN CLICKING “I AGREE” OR OTHERWISE IN PROCEEDING WITH THE PURCHASE OF THE SERVICES OR THE OPENING OF AN ACCOUNT YOU EXPRESSLY RECOGNIZES: (I) HAVING READ AND UNDERSTOOD THE TERMS, CONDITIONS AND MODALITIES OF THE PRESENT AGREEMENT; (II) BEING SATISFIED THEREWITH; AND (III) AGREEING TO BE BOUND AND TO ABIDE BY ALL ITS TERMS AND CONDITIONS.
Tap Medical “DOS” and “DON’TS”
Dos. You agree that you will:
- Comply with all applicable Laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
- Provide accurate information to Tap Medical and keep it updated at all times; and
- Use the Services in a reasonable manner.
Don’ts. You agree that you will not:
- Act in a dishonest or unprofessional manner by using any unprofessional conduct that involves publishing information that is inappropriate or incorrect or that is injurious to Tap Medical;
- Adapt, change or develop derived works based, in whole or in part, on the Tap Medical Website or any technology underlying the Services or the Content;
- Use software or manual or automated devices, coding robots or other means to access, explore, extract or index any page on the Tap Medical’s Website;
- Use automated software (“bots”) to add or upload content, send or redirect messages or for any other activities;
- Access by automatic or manual means or procedures the Tap Medical Website for the purpose of monitoring its availability, performance or functions or for any other competitive reason;
- Use framing or mirroring or otherwise simulate the appearance or functions of the Tap Medical Website;
- Attempt to or successfully circumvent any security feature included in or underlying the Tap Medical Website;
- Do anything that directly or indirectly disrupts the proper operation of, or imposes any disproportionate load on, the Tap Medical Website infrastructure, including, but not limited to, unsolicited communications, attempts to obtain unauthorized access or the activation of a computer virus;
- Harass, abuse or cause any injury whatsoever to any other person, including the sending of unsolicited communications to other Tap Medical Users;
- Collect, use or transfer any information, including, but not limited to, Personal Information obtained from Tap Medical otherwise than as expressly allowed in this Agreement or by the owner of such information;
- Disrupt or interfere with the Tap Medical Website, including, but not limited to, any server or network connected to the Tap Medical Website; and
- Infringe upon or use of Tap Medical products, logos or marks, including but not limited to the word “Tap Medical” or “Tap” in a commercial name, email address or Web address or otherwise. User agreement.
please refer to privacy statement section.
Effective Date: April 24, 2017