Terms & Conditions

WEBSITE TERMS OF USE

1.       ACCEPTANCE OF TERMS.

(a)  By using or visiting a Careand Family Health Inc. (“Careand”, “we”,“us”,or “our(s)”)website (the “Website”) you agree to these terms andconditions (the “Terms”).

(b)  Youacknowledge and agree that Careand’s privacy policy (the “PrivacyPolicy”, a copy of which can be found here (https://www.homemd.ca/privacy-policy)apply to the use and access of the Website; and (ii) you are bound by the termsof the Privacy Policy, as amended from time to time without notice to you, asif they were incorporated by reference in these Terms.

2.       CONTENT.

(a)  Unless specifically provided by you or a third party, all content on theWebsite, including but not limited to any and all information, materials,works, graphics, trademarks, trade names, logos and graphics, is owned orlicensed by Careand (“Careand’s Content”).

(b)  If youchoose to upload any content to the Website, including but not limited tophotos, comments, responses, ratings, rankings, notes, opinions, health recordsand data (the “User’s Content”), you represent and warrantthat you own the User’s Content, or have the necessary rights  in or tothe User’s Content, in order to grant Careand the rights provided under theseTerms in respect of the User’s Content.

3.       LICENSE TO USE.

(a)  You hereby grant to Careand and its affiliates a perpetual, royalty-free,worldwide, non-exclusive, transferable, sub-licensable license to: (i) use, onand in connection with the Website, the User’s Content; and (ii) allow any userof the Website to view such User’s Content. You hereby waive any and all moralrights in any User’s Content in favour of Careand and its officers, directors,employees, agents and affiliates.

(b)  Unlessotherwise expressly stated in these Terms,you shall use the Website incompliance with all applicable laws and you shall not use the Website to doanything unlawful, misleading, malicious, criminal, quasi-criminal ordiscriminatory, or infringe the rights of any person, including, but notlimited to, intellectual property rights (including, without limitationcopyright and related rights, moral rights, trademarks, patents), privacyrights and rights to personality and personhood. You shall not encourage,enable or assist anyone else in doing any of the foregoing.

(c)  Any content uploaded by an independent third party, including but not limitedto, photos, links, “tweets” and “retweets”, responses, comments, blog posts,“likes”, links or endorsements for products and services on third party websiteand social media sites (“Third Party Content”), tothe Website shall remain the property of the applicable third party. You agreethat Careand does not control the use of, and is in no way liable for, anyThird Party Content. Your use of Third Party Content is at your own risk andmay be subject to additional licenses, policies and laws not set out in theseTerms. For certainty, the mention of another person or its/his/her/theirinformation, data, product or service on this Website should not be construedas an endorsement of that person or its/his/her/their information, data productor service.

4.       NO MEDICAL ADVICE.

(a)  The Website, including the Careand’s Content and User’s Content, is providedfor general informational purposes only, and does not constitute anyrepresentation as to the medical or health conditions, or safety, efficacy,suitability, effectiveness of any treatments or consultations obtained throughthe Website, and is not intended to provide, or to be a substitute for,professional medical advice.

(b)  ALWAYSSEEK THE ADVICE OF A PHYSICIAN OR OTHER QUALIFIED HEALTH CARE PRACTITIONER FORANY QUESTIONS YOU MAY HAVE ABOUT ANY ILLNESS OR OTHER CONDITION, INCLUDING THESUITABILITY OR EFFECTIVENESS OF ANY PARTICULAR COURSE OF TREATMENT. NEVER DISREGARDANY PROFESSIONAL MEDICAL ADVICE BECAUSE OF ANYTHING YOU READ ON THIS WEBSITE.IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911IMMEDIATELY.

5.       PERSONAL INFORMATION,PERSONAL HEALTH INFORMATION AND PRIVACY.

(a)  By using the Website you consent to the collection, use and disclosure of yourPersonal Information by Careand and any other regulated health professional orhis or her professional corporation that enters into contractual arrangementswith Careand in relation with the Application (each, an “AuthorizedContractor”), in accordance with our Privacy Policy. For thepurpose of these Terms, “Personal Information” shall have the meaning ascribedto that term in the Privacy Policy.

(b)  Byusing the Website you consent to the collection, use and disclosure of yourpersonal health information by any Authorized Contractor and you acknowledgethat an Authorized Contractor may share any such personal health informationwith its agents and contractors, including, without limitation, Careand. Forthe purpose of these Terms, “personal health information” shall have themeaning ascribed to that term in the Personal Health Information ProtectionAct, 2004 (Ontario).

(c)  You further agree to abide by and be subject to our Privacy Policy and anyobligations arising from or pertaining to local, provincial and federal laws ofCanada specifically relating to personal information, electronic healthrecords, and medical information and records of users of the Website.

6.       SUBMISSIONS.

If you provide Careandwith any comments, suggestions, recommendations, feedback or other informationwith respect to the Website (“Feedback”), including,without limitation, Feedback relating to modifications, enhancements andimprovements to the Website, you agree that you have the right to provide suchFeedback to Careand and hereby grant Careand an irrevocable, worldwide,perpetual, royalty-free license to use the Feedback for any purpose to thefullest extent permitted by applicable law.

7.       LIMITATIONS OF LIABILITY.

(a)  IN NO EVENT WILL CAREAND, ANY AUTHORIZED CONTRACTOR, THEIR RESPECTIVEAFFILIATES, AGENTS, LICENSORS, SUPPLIERS OR THEIR RESPECTIVE DIRECTORS, OFFICERSOR EMPLOYEES (THE “HOMEMD PARTIES”) BE LIABLEFOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, AGGRAVATED,ECONOMIC OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF USE, LOST PROFITS ORLOST SAVINGS, IN EACH CASE HOWSOEVER CAUSED, EVEN IF CAREAND OR ANY OF ITSLAWFUL AGENTS OR EMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCHDAMAGES.

(b)  IN NOEVENT WILL HOMEMD PARTIES BE LIABLE FOR DAMAGES OR LOSSES RESULTING FROM:VIRUSES, DATA CORRUPTION, FAILED MESSAGES, TRANSMISSION ERRORS OR PROBLEMS;TELECOMMUNICATIONS SERVICE PROVIDERS; LINKS TO THIRD PARTY WEBSITES; THEINTERNET BACKBONE; PERSONAL INJURY; THIRD PARTY CONTENT, PRODUCTS OR SERVICES;DAMAGES OR LOSSES CAUSED BY YOU OR YOUR RESPECTIVE EMPLOYEES, AGENTS OR SUBCONTRACTORS;LOSS OF USE OR LACK OF AVAILABILITY OF FACILITIES, INCLUDING COMPUTERRESOURCES, ROUTERS AND STORED DATA; THE USE OR INABILITY TO USE THE WEBSITE;ANY OTHER WEBSITE ACCESSED TO OR FROM THE WEBSITE; OR EVENTS BEYOND THEREASONABLE CONTROL OF CAREAND, EVEN IF CAREAND OR ANY OF ITS LAWFUL AGENTS OREMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS.

(c)  WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL THE HOMEMDPARTIES’ COLLECTIVE AND TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESETERMS, THE SERVICES or the website EXCEED THE SUM OF FEES PAID BY YOU FOR THESERVICES GIVING RISE TO THE LIABILITY DURING THE SIX-MONTH PERIOD IMMEDIATELYPRECEDING THE DATE THE CAUSE OF ACTION AROSE.

8.       DISCLAIMERS

EXCEPT ASEXPRESSLY PROVIDED IN THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITEAND ALL of its CONTENT, INCLUDING BUT NOT LIMITED TO CAREAND’S CONTENT, USER’sCONTENT, THIRD PARTY CONTENT, THIRD PARTY PRODUCTS, SERVICES AND SOFTWARElisted OR MADE AVAILABLE THROUGH this WEBSITE, ARE PROVIDED “AS IS” WITHOUT ANYREPRESENTATIONS, WARRANTIES, GUARANTEES OR CONDITIONS OF ANY KIND, WHETHEREXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO,WARRANTIES AS TO UNINTERRUPTED OR ERROR-FREE OPERATION, AVAILABILITY, ACCURACY,COMPLETENESS, CURRENCY, RELIABILITY, TIMELINESS, LEGALITY, SUITABILITY,PRIVACY, SECURITY, MERCHANT­ABILITY, QUALITY, TITLE, NON-INFRINGEMENT ORFITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING OUT OF A COURSE OF DEALINGOR USAGE OF TRADE.

9.       INDEMNITY.

You shallindemnify, defend and hold harmless the HomeMD Parties forthwith followingwritten demand, from any and all claims, demands, actions, suits, losses,costs, charges, expenses, damages, taxes, penalties, liabilities or otherobligations whatsoever, whether civil or statutory (including reasonable legalfees and expenses) arising in connection with: (i) the infringement of anotherperson’s rights by the User’s Content; (ii) your use of the Website in breachof these Terms; or (iii) your failure to comply with any provision of theseTerms.

10.    GOVERNING LAW.

These Terms aregoverned by the laws of the Province of Ontario, and the federal laws of Canadaapplicable therein, and shall be treated in all respects as an Ontariocontract, without reference to the principles of conflicts of law.

11.    DISPUTE RESOLUTION.

YOU ARE AGREEINGTO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TOPARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM.OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLEOR MAY BE LIMITED IN ARBITRATION.

ANY CLAIM,DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHERPRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION,COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND CAREANDor any authorized contractor ARISING FROM OR RELATING IN ANY WAY TO YOUR ACCESSOR USE OF THE WEBSITE WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.

The arbitrationwill be administered under the Arbitration Act, 1991 (Ontario)(the “ArbitrationAct”) by one (1) arbitrator (the “Arbitrator”) in Toronto,Ontario. The Arbitrator shall be selected by the mutual agreement of theparties to the arbitration or, failing such agreement, shall be appointed by ajudge pursuant to the Arbitration Act. The Arbitrator will have exclusiveauthority to resolve any dispute relating to arbitrability and/orenforceability of this Section 11, including any unconscionability challenge orany other challenge that this Section 11 or the Terms are void, voidable orotherwise invalid. The Arbitrator will be empowered to grant whatever reliefwould be available in court under law or in equity. Any award of the Arbitratorwill be final and binding on each of the parties to the arbitration and may beentered as a judgment in any court of competent jurisdiction.

You agree toarbitration on an individual basis. In any dispute, YOU WILL NOT BE ENTITLED TOJOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS of the website IN COURT ORIN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE,CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The Arbitrator may notconsolidate more than one (1) person’s claims, and may not otherwise presideover any form of a representative or class proceeding. The Arbitrator has nopower to consider the enforceability of this class arbitration waiver and anychallenge to this class arbitration waiver may only be raised in a court ofcompetent jurisdiction.

If any provisionof this Section 11 is found to be unenforceable, such provision will be severedand the remainder of this Section 11 will be enforced.

12.    ENTIRE AGREEMENT.

These Terms, thePrivacy Policy, and all others documents incorporated herein or therein byreference and any and all other legal notices posted on the Website, constitutethe entire agreement between you and Careand with respect to the use of theWebsite.

13.    WAIVER.

No waiver of anyprovision of these Terms shall be binding on Careand unless executed by Careandin writing. No waiver of any of the provisions of these Terms shall be deemedto be or shall constitute a waiver of any other provision (whether or notsimilar) nor shall such waiver constitute a continuing waiver unless otherwiseexpressly provided.

14.    SEVERABILITY.

Any provision ofthese Terms which is held by a court of competent jurisdiction to be illegal,invalid or unenforceable in such jurisdiction shall, as to that jurisdiction,be ineffective to the extent of such illegality, invalidity or unenforceabilityand shall otherwise be enforced to the maximum extent permitted by law, allwithout affecting the remaining provisions of these Terms or affecting thelegality, validity or enforceability of such provision in any otherjurisdiction.

15.    ASSIGNMENT.

These Terms maybe assigned by Careand without notice to you or consent from you. These Termsmay only be assigned by you with the prior written consent of HomeMD.

16.    AMENDMENT.

You acknowledgethat Careand, may, in its sole discretion, modify or change the terms of theseTerms (and any license provided pursuant thereto) and the Privacy Policy at anytime, without notice to you, and you agree to be bound by the most currentterms and conditions of these Terms and the Privacy Policy.

17.    ENUREMENT.

These Terms shallinure to the benefit of and be binding upon you and Careand and their permittedsuccessors and assigns.

18.    ACKNOWLEDGEMENTS

You acknowledgethat you are either more than 18 years of age, or possess parental or guardianconsent to agree to these Terms and access and use the Website, and areotherwise fully able and competent to enter into the terms, conditions,obligations, affirmations, representations, and warranties set forth in theseTerms, and to abide by and comply with these Terms.

 

© Copyright 2018 CareandInc.

CAREAND APPLICATION TERMS OF USE

These CareandApplication Terms of Use (“Terms”) govern your use ofthe HomeMD Mobile App, including any part thereof (the “Application”),and your relationship with Careand Inc. (“Careand”) and thirdparties regarding such use.

BY CLICKING “AGREE”, ACCESSING OR USING THE APPLICATION, YOUAGREE TO BE BOUND BY THESE TERMS AND THAT THEY CONSTITUTE A LEGALLY BINDINGCONTRACT BETWEEN YOU AND CAREAND. IF YOU DO NOT AGREE TO THESE TERMS, CLICK“DISAGREE” AND DO NOT ACCESS OR USE THE APPLICATION.

As used in theseTerms, the terms “you” and “your”shall be deemed to refer to the person who has downloaded the Application andany person who uses the Application. As used in these Terms, the terms “we,”“us,”and “our,”refers to Careand and its employees, directors, officers, subcontractors,representatives and agents.

1.             THE APPLICATION AND SERVICES

The Applicationprovides to users of the Application (“Users”) the followingservices (collectively, “Services”):

(i)             arranging for physicians or other medical practitioners (each, a “Practitioner”)to answer to house calls (each, a “House Call”);

(ii)            providing a platform “in the cloud” where Users can attend video consultations(each, a “VideoCall”), book appointments online, talk to healthcareprofessionals, and more; and

(iii)           arranging appointments at a physical clinic where Users can walk in and beexamined.

The provision ofhealth care services (the “Health Care Services”) byPractitioners will constitute a separate agreement between you and thePractitioner and will not involve Careand as a party or otherwise. Careand isneither responsible nor liable for the Health Care Services provided by the Practitioner,including the availability or non-availability of such Health Care Services.For certainty, “Services” does not include the Health Care Services provided bya Practitioner. Any decision by you to accept the Services is a decision madein your sole discretion.

2.             ELIGIBILITY

Prior to usingthe Services, you must register. Registration requires the User’s correct andfull first and last name, email address (“user name”), mailing address, phonenumber and login password (collectively, the “Registration Information”).You may also enter information regarding your medical requirements andconditions. All Personal Information provided by the User to Careand will beprocessed in accordance with our Privacy Policy accessible at https://www.homemd.ca/privacy-policy.A successful registration, including acceptance of these Terms, is required tobe able to use the Services. For the purpose of these Terms, “PersonalInformation” shall have the meaning ascribed to that term inthe Privacy Policy.

The Services areonly for use within Canada by residents of Canada who are registered throughthe Application. You must be the age of majority in the jurisdiction of yourresidence. The Application and the Services are not permitted to be used byminors without direct supervision and guidance by a parent or legal guardian.For the purposes of these Terms, a “minor” is someone who has not reached: (a)the age eighteen; or (b) the age of majority in the jurisdiction from which theApplication is being accessed in the event that the age of majority in suchjurisdiction is greater than eighteen years. If you are a minor, you are notpermitted to access, review or otherwise use the Application or the Serviceswithout direct supervision by and guidance of a parent or legal guardian.Notwithstanding the foregoing, the parent or legal guardian of a minor has theright to set up an account on the Application on behalf of such minor and tolink such account to his or her account in accordance with Section 7, to theextent permitted by law and provided such parent or legal guardian has legalauthority to represent such minor.

3.             MODIFICATIONS AND SUPPLEMENTAL TERMS

Careand reservesthe right to modify these Terms at any time in our sole discretion. We willprovide notice of such changes by providing a notice through the Applicationinterface, or by providing notice using such other methods we deem appropriate,including by publishing a revised version of these Terms on the Careand’swebsite accessible at https://homemd.ca(the“Website”)or by emailing the email address associated with your account on theApplication. Such changes will be effective on the effective date specified inthe revised Terms. Before you may continue accessing or using the Applicationafter the revised Terms come into effect, Careand may require you to signifyyour acceptance of the revised Terms by electronically clicking on a button orsimilar means. By signifying your acceptance of the revised Terms or continuingto use or access the Application after the revised Terms have come into effect,you will be considered to have agreed to be bound by the revised Terms. If youobject to any such changes, you may not continue to use or access theApplication and your sole recourse will be to stop using the Application.

Supplementalterms may apply to certain Services, such as policies for specific activitiessuch as arranging home visits. Supplemental terms are in addition to, and shallbe deemed a part of, these Terms for the purposes of the applicable Services.Supplemental terms shall prevail over these Terms in the event of a conflictwith respect to the applicable Services.

4.             LICENSE GRANT

Subject to yourcompliance with these Terms, Careand grants you a limited, non-exclusive,revocable, personal, non-assignable and non-transferable license to access anduse the Application for your personal, non-commercial use only. To the extentpermitted by law, Careand may revoke or suspend this license at any time at itssole discretion without notice to you. This license will automatically expireupon the termination of these Terms.

5.             USE RESTRICTIONS

You shall not usethe Application for any purpose other than those authorized by these Terms. Youagree that you will not do, or attempt todo, any of the following:

·      use the Application to engage in any activity or conduct that violates the law,is abusive, dangerous, harassing, discriminatory, defamatory, tortious,obscene, or invasive of another person’s privacy;

·      engage in any activity that could interfere with, disrupt, negatively affect,or inhibit other Users from fully using the Application, or that could damage,disable, overburden, impair or otherwise negatively affect the functionality ofthe Application or Careand’s network or computer systems;

·      circumvent, disable, interrupt, limit or otherwise impair the security, accesscontrols or copyright protections of the Application or Careand’s network orcomputer systems;

·      without limiting the generality of the preceding, use the Application topublish, post, share, copy, store or distribute malware, including viruses,Trojan horses, worms, or any other similar applications that may damage theoperation of the Application or any other person’s device, networks or computersystem;

·      permit any other person to use your login credentials or account on theApplication unless you permit such other person to formally link his or heraccount to your account on the Application in accordance with Section 7;

·      misrepresent your identity or impersonate any person when accessing or usingthe Application;

·      infringe the rights (including, without limitation, intellectual propertyrights, including, copyright and related rights, trademark rights, patentrights, privacy rights, moral rights and rights of personality and personhood)of any person by using, accessing or uploading content on the Application;

·      decompile, reverse engineer, disassemble or create derivative works of theApplication;

·      loan, rent, lease or otherwise provide the Application to any third party;

·      solicit other Users for any purpose whatsoever;

·      export, re-export, transfer or disclose the Application to or for anyprohibited or restricted destination, end user or end-use;

·      overuse the Application including, without limitation, request more than 20Video Calls per year and 10 House Calls per year; or

·      engage in any activity that violates, or encourage or promote any activity thatviolates, these Terms.

Without limitingthe generality of any other terms herein, if Careand believes, at its solediscretion, that you have violated these Terms, Careand may immediatelyterminate or suspend your access to the Application.

6.             FEES

You hereby agree:(i) to pay to Careand on the date hereof and on the same day of each followingmonth thereafter until you delete your account on the Application, by creditcard, a monthly fee in the amount of $50.00 (the “Monthly Fee”), plus taxes,as consideration for the access to and use of the Application; (ii) that Careandmay, without notice to you, adjust the Monthly Fee from time to time inaccordance with the fee schedule available on the Website at https://homemd.ca andthat any such adjustment will be automatically applicable to the Monthly Feepayable by you.

You herebyexpressly authorize Careand to charge any and all fees and applicable taxes forany and all purchases that you make through the Application (“In-AppPurchases”) to the credit card that is used to pay the MonthlyFee.

You further agreethat the Monthly Fee or any fee charged for In-App Purchases does not includeany fees that may be charged for Health Care Services provided to you (the “ProfessionalFees”) and that any such Professional Fees (some of which maybe insured under OHIP and some of which may be charged by or on behalf of aPractitioner on a fee for service or block billing basis) will be charged toyou separately in accordance with applicable law. For clarity, suchProfessional Fees may be charged to the credit card that is used to pay theMonthly Fee or any fee charged for In-App Purchases.

7.             LINKING ACCOUNTS

You have theright to permit one or more other persons to link his or her account on theApplication to your account on the Application. If you take steps to permit oneor more other persons to link his or her account on the Application to youraccount on the Application, you are deemed to have consented to sharing yourPersonal Information and your personal health information with such otherperson(s) and Careand shall have no liability whatsoever in respect with suchsharing of Personal Information and personal health information. For thepurpose of these Terms, “personal health information” shall have the meaningascribed to that term in the Personal Health Information Protection Act,2004 (Ontario).

8.             INTELLECTUAL PROPERTY

You acknowledgethat, unless specifically provided by you or a third party, any and allinformation, content, data, photographs, videos, databases, graphics,interfaces, web pages, text, files, software, product names, company names,trademarks, logos and trade names contained in or made available through theApplication (collectively, the “Content”), including themanner in which the Content is presented or appears and all informationrelating thereto, is the property of Careand or its licensees, or therespective owner as indicated. All Content is protected by Canadian andworldwide copyright, trademark and other intellectual property laws and treatyprovisions. Careand or its licensors grant you a limited, non-exclusive,revocable, personal, non-assignable and non-transferable license to use anddisplay on your device the Content for your own personal, private andnon-commercial use only.

All Content isand will remain the property of Careand, its licensors or its respective owner,whether or not specifically recognized or perfected under applicable law. Alltrademarks, trade names, logos or other words or symbols identifying theApplication or Careand’s business, products and services (the “Marks”)are and will remain the exclusive property of Careand or its licensors, whetheror not specifically recognized or perfected under applicable law.

You will notacquire any right, title, or interest in or to the Application, Content orMarks, except for the limited rights specified in these Terms. Careand or itslicensors, as applicable, will own all rights in any copy, translation,modification, adaptation or derivation of the Application, including anyimprovement or development thereof.

If you choose toupload any content to the Application, including but not limited to photos,comments, responses, ratings, rankings, notes, opinions, health records anddata (the “User’s Content”), you represent and warrantthat you own the User’s Content, or have the necessary rights in or to theUser’s Content, in order to grant Careand the rights provided under this Termsin respect of the User’s Content. You hereby grant to Careand and itsaffiliates a perpetual, royalty-free, worldwide, non-exclusive, transferable,sub-licensable license to use, on and in connection with the Application, theUser’s Content. You hereby waive any and all moral rights in any User’s Contentin favour of Careand and its officers, directors, employees, agents andaffiliates. For certainty, nothing in these Terms shall be construed asauthorizing Careand to use your personal health information for any purposeother than providing the Services.

Any contentuploaded by an independent third party, including but not limited to, photos,links, “tweets” and “retweets”, responses, comments, blog posts, “likes”, linksor endorsements for products and services on third party website and socialmedia sites (“Third Party Content”), to the Applicationshall remain the property of the applicable third party. You agree that Careanddoes not control the use of, and is in no way liable for, any Third PartyContent. Your use of Third Party Content is at your own risk and may be subjectto additional licenses, policies and laws not set out in these Terms. Forcertainty, the mention of another person or its/his/her/their information,data, product or service on this Application should not be construed as anendorsement of that person or its/his/her/their information, data product orservice.

9.             NO MEDICAL ADVICE

The Application,including all content uploaded to the Application, is provided for generalinformational purposes only, and does not constitute any representation as tothe medical or health conditions, or safety, efficacy, suitability,effectiveness of any treatments or consultations obtained through theApplication, and is not intended to provide, or to be a substitute for,professional medical advice.

ALWAYS SEEK THEADVICE OF A PHYSICIAN OR OTHER QUALIFIED HEALTH CARE PRACTITIONER FOR ANYQUESTIONS YOU MAY HAVE ABOUT ANY SYMPTOMS, ILLNESS OR OTHER CONDITION,INCLUDING THE SUITABILITY OR EFFECTIVENESS OF ANY PARTICULAR COURSE OFTREATMENT. NEVER DISREGARD ANY PROFESSIONAL MEDICAL ADVICE BECAUSE OF ANYTHINGYOU READ ON THIS APPLICATION. IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY,CALL YOUR DOCTOR OR 911 IMMEDIATELY.

10.           PRIVACY

By using theApplication and receiving the Services you consent to the collection, use anddisclosure of your Personal Information by Careand in relation to theApplication in accordance with our Privacy Policy accessible at https://www.homemd.ca/privacy-policy.

By using the Applicationyou consent to the collection, use and disclosure of your personal healthinformation by the Practitioner providing Health Care Services to you (each, an“AuthorizedContractor”), solely for the purpose of providing such HealthCare Services to you, and you acknowledge that such Authorized Contractor mayneed to share any such personal health information with its agents andcontractors, including, without limitation, Careand and other Practitioners, inconnection with the services provided to the Authorized Contractor by suchagents and contractors.

For clarity, Careandwill only collect your Registration Information and Authorized Contractors maycollect both your Personal Information and your personal health information.

You further agreeto abide by and be subject to our Privacy Policy and any obligations arisingfrom or pertaining to local, provincial and federal laws of Canada specificallyrelating to personal information, electronic health records, and medical informationand records of users of the Application.

11.           APPLICATION STORE RULES

You will complywith all applicable restrictions, requirements and rules that governapplications downloaded through the application store through which youobtained the Application (for example, the Apple App Store or Google Play). Ifyou download and use the iOS version of the Application, you acknowledge thatthese Terms are entered into by and between Careand and you and not with AppleInc. (“Apple”).Notwithstanding the foregoing, you acknowledge that Apple and its subsidiariesare third party beneficiaries of these Terms and that Apple has the right (andis deemed to have accepted the right) to enforce these Terms. You acknowledgethat Apple has no obligation whatsoever to furnish any maintenance and supportservices with respect to the Application. You acknowledge that you havereviewed the App Store Terms and Conditions (currently located athttps://www.apple.com/legal/internet-services/itunes/ca/terms.html). TheseTerms incorporate by reference the Licensed Application End User LicenseAgreement (the “LAEULA”) published by Apple (currentlylocated online athttps://www.apple.com/legal/internet-services/itunes/dev/stdeula/). Forpurposes of these Terms, the Application is considered the “LicensedApplication” as defined in the LAEULA and Careand is considered the“Application Provider” as defined in the LAEULA. If any terms of these Termsconflict with the terms of the LAEULA, the terms of these Terms will control.You further acknowledge and agree that in no event will Apple be responsiblefor any claims relating to the Application (including a third party claim thatthe Application infringes that third party’s intellectual property rights) or youruse or possession of the Application, including but not limited to: (i) productliability claims; (ii) any claim that the Application fails to conform to anyapplicable legal or regulatory requirement; and (iii) claims arising underconsumer protection or similar legislation. For other mobile operating systems,additional terms may apply to your downloading, installation and use of theApplication, as set out in your agreement with the app store or other downloadfacility that you use.

12.           SUBMISSIONS

If you provide Careandwith any comments, suggestions, recommendations, feedback or other informationwith respect to the Application (“Feedback”), including,without limitation, Feedback relating to modifications, enhancements andimprovements to the Application, you agree that you have the right to providesuch Feedback to Careand and hereby grant Careand an irrevocable, worldwide,perpetual, royalty-free license to use the Feedback for any purpose to thefullest extent permitted by applicable law.

13.           DISCLAIMERS

CAREAND PROVIDES THE APPLICATION “AS IS” AND “AS AVAILABLE”. TOTHE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CAREAND DISCLAIMS ALLREPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED,INCLUDING, BUT NOT LIMITED TO, WARRANTIES AND CONDITIONS OF MERCHANTABILITY ORFITNESS FOR A PARTICULAR PURPOSE. FURTHERMORE, CAREAND DOES NOT REPRESENT ORWARRANT THAT THE APPLICATION IS ERROR-FREE OR FREE FROM INFRINGEMENT, OR THATTHE APPLICATION OR ITS FEATURES WILL ALWAYS BE SECURE, RELIABLE, AVAILABLE,TIMELY, COMPLETE OR ERROR-FREE. YOUR RELIANCE ON ANY FEATURE OF THE APPLICATIONIS AT YOUR OWN RISK AND YOU AGREE TO ACCEPT RESPONSIBILITY FOR ALL OF YOURACTIVITIES IN CONNECTION WITH THE APPLICATION. Some jurisdictions do notallow limitations of implied warranties, so certain limitations stated abovemay not apply to you, in which case such warranties shall be limited to the extentpermitted by applicable law.

14.           LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CAREAND, anyAuthorized Contractor, THEIR RESPECTIVE AFFILIATES, AND EACH OF THEIRRESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AND AGENTS(COLLECTIVELY, “HOMEMD PARTIES”) WILL NOT BE LIABLE TO YOU FOR ANY DIRECT,CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUTOF YOUR USE OR INABILITY TO USE THE APPLICATION OR ANY ASSOCIATED DOCUMENTATION,OR YOUR RELIANCE OR INABILITY TO RELY ON ANY FEATURES OF THE APPLICATION,INCLUDING, WITHOUT LIMITATION, DAMAGES OR COSTS RELATING TO THE LOSS OFPROFITS, BUSINESS, GOODWILL, DATA OR COMPUTER PROGRAMS, BUSINESS INTERRUPTIONS,OR TO OTHER PECUNIARY LOSS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENTSHALL THE HOMEMD PARTIES’ COLLECTIVE AND TOTAL LIABILITY ARISING OUT OF ORRELATED TO THESE TERMS, THE SERVICES or the application EXCEED THE SUM OF FEESPAID BY YOU FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE SIX-MONTHPERIOD IMMEDIATELY PRECEDING THE DATE THE CAUSE OF ACTION AROSE.

15.           INDEMNITY

In considerationof Careand’s license of the Application and provision of the Services to you,to the maximum extent permitted by law and unless prohibited by law, you agreeto defend, indemnify and hold the HomeMD Parties harmless from and against anyand all losses, damages, injuries (including death), causes of action, claims,penalties, interest, additional taxes, demands, and expenses, includingreasonable legal fees and expenses, of any kind or nature arising out of or onaccount of, or resulting from, any third party claim or demand made to oragainst any of the HomeMD Parties arising out of any of the following: (i) yourfailure to comply with these Terms; (ii) your negligence, willful misconduct,or fraud; (iii) Careand’s use, non-use or publication of your Feedback; (iv)your violation of any third-party right, including without limitation, anyintellectual property right or related right, publicity, confidentiality,property or privacy right; (v) the infringement of another person’s rights bythe User’s Content; (vi) your violation of any laws, rules, regulations, codes,statutes, ordinances or orders of any governmental and quasi-governmentalauthorities, including, without limitation, all regulatory, administrative andlegislative authorities; (vii) any misrepresentation made by you; (viii) yougiving permission to another person to use your login credentials; or (ix) thelinking of your account with the account of any other person on the Applicationor the linking of the account of any other person with your account on theApplication. Notwithstanding the foregoing, we reserve the right to assume theexclusive defense and control of any matter otherwise subject toindemnification by you, in which event you will cooperate with us in assertingany available defenses. You will not settle any claims involving Careandwithout the prior written consent of an officer of Careand. This provisionshall remain in full force and effect notwithstanding any termination of youruse of the Application.

16.           TERMINATION

You may terminatethese Terms with Careand at any time and for any reason by deleting youraccount on the Application and deleting the Application from your device(s). Nonotice is required for you to terminate your use of the Application.

Careand may alsoterminate these Terms with you at any time and for any reason, at its solediscretion. No notice is required for Careand to terminate these Terms. Thismeans that Careand may suspend or terminate your use of the Application,including any portion thereof, at any time and for any reason, withoutincurring liability of any kind. If, in Careand’s determination, the suspensionmight be indefinite or Careand has elected to terminate your access to theApplication, Careand may use reasonable efforts to notify you.

Any provision ofthese Terms that contemplates performance or observance subsequent to anytermination of these Terms, including without limitation Sections 8, 9, 10, 13,14, 15, 16, 17, 19, 20, 22, 23 and 25 , will survive any termination orexpiration of these Terms and continue in full force and effect.

17.           GOVERNING LAW

These Terms aregoverned by the laws of the Province of Ontario, and the federal laws of Canadaapplicable therein, and shall be treated in all respects as an Ontariocontract, without reference to the principles of conflicts of law.

18.           DISPUTE RESOLUTION

YOU ARE AGREEINGTO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TOPARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM.OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLEOR MAY BE LIMITED IN ARBITRATION.

TO THE EXTENTPERMITTED BY LAW, ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORTOR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY,CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLECLAIMS) BETWEEN YOU AND CAREAND or any Authorized Contractor ARISING FROM ORRELATING IN ANY WAY TO the provision of the SERVICES OR YOUR ACCESS OR USE OFTHE APPLICATION WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION. 

The arbitrationwill be administered under the Arbitration Act, 1991 (Ontario)(the “ArbitrationAct”) by one (1) arbitrator (the “Arbitrator”) in Toronto,Ontario. The Arbitrator shall be selected by the mutual agreement of theparties to the arbitration or, failing such agreement, shall be appointed by ajudge pursuant to the Arbitration Act. The Arbitrator will have exclusiveauthority to resolve any dispute relating to arbitrability and/orenforceability of this Section 18, including any unconscionability challenge orany other challenge that this Section 18 or the Terms are void, voidable orotherwise invalid. The Arbitrator will be empowered to grant whatever reliefwould be available in court under law or in equity. Any award of the Arbitratorwill be final and binding on each of the parties to the arbitration and may beentered as a judgment in any court of competent jurisdiction.

You agree toarbitration on an individual basis. In any dispute, YOU WILL NOT BE ENTITLED TOJOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS IN COURT OR IN ARBITRATIONOR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBEROR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The Arbitrator may not consolidatemore than one (1) person’s claims, and may not otherwise preside over any formof a representative or class proceeding. The Arbitrator has no power toconsider the enforceability of this class arbitration waiver and any challengeto this class arbitration waiver may only be raised in a court of competentjurisdiction.

If any provisionof this Section 18 is found to be unenforceable, such provision will be severedand the remainder of this Section 18 will be enforced.

19.           ASSIGNMENT

These Termscannot be assigned or transferred by you without the prior written consent of Careand.Careand may assign its rights and delegate its obligations under these Terms toany other person at Careand’s sole discretion. These Terms bind the parties toit, their heirs, successors, legal representatives and permitted assigns.

20.           ENTIRE AGREEMENT

These Terms, thePrivacy Policy and all others documents incorporated herein or therein byreference and any and all other legal notices posted on the Applicationconstitute the entire and exclusive agreement between you and Careand regardingyour access and use of the Application, and supersede and replace any prioragreements between you and Careand regarding the Application.

21.           INJUNCTIVE RELIEF

You acknowledgethat your unauthorized use of the Application or unauthorized disclosure, useor disposition of any Content or Marks would cause irreparable harm andsignificant injury to Careand that would be difficult to ascertain.Accordingly, you agree that Careand shall have right the under this Section 21to obtain appropriate equitable relief in any court of competent jurisdiction,in addition to any other remedies that may be available under these Terms or atlaw. You waive the requirement of any bond being posted as security for such equitablerelief.

22.           NO WAIVER

If Careand failsto enforce any right arising under these Terms on any occasion, the failureshall not waive that or any other right.

23.           Severability

Any provision ofthese Terms which is held by a court of competent jurisdiction to be illegal,invalid or unenforceable in such jurisdiction shall, as to that jurisdiction,be ineffective to the extent of such illegality, invalidity or unenforceabilityand shall otherwise be enforced to the maximum extent permitted by law, allwithout affecting the remaining provisions of these Terms or affecting thelegality, validity or enforceability of such provision in any otherjurisdiction.

24.           INTERPRETATION

These Terms maynot be construed more strictly against one party than the other. These Termshave been drawn up in the English language at the express request of theparties. Cetteentente et tout document y ayant rapport ont été rédigés dans la langueanglaise à la demande expresse des parties.

25.           DATA CHARGES AND MOBILE DEVICES

You areresponsible for obtaining the data network access necessary to use theServices. Data and messaging rates and fees of your network provider may applyif you access or use the Services from any device, including your mobiledevice. You are responsible for acquiring and updating compatible hardware ordevices necessary to access and use the Services and Applications and anyupdates to them. Careand does not guarantee that the Services, or any portionthereof, will function on any particular hardware or devices. The Services maybe subject to malfunctions and delays inherent in the use of the Internet andelectronic communications.

Last Revised: Dec 16th , 2019