Last updated: August 1, 2018
These terms of use (“Terms”) govern your use of the CareRelay Inc (the “CareRelay”). You should read these Terms carefully, as they constitute a binding agreement between each user of the CareRelay (referred to below as “you”, “your”) and CareRelay Inc. (referred to below as “CareRelay”, “we”, “us”, or “our”). By using the CareRelay, you agree to be bound by these Terms and the CareRelay Inc’s privacy statement which is available at the ("Privacy Policy")If you do not agree to these Terms or the Privacy Statement, then you must not access or use the CareRelay.
NOT MEDICAL ADVICE
No communications made through the CareRelay, or any information provided on or through the CareRelay, should be construed as medical advice. The CareRelay should never be used in the event of an emergency. If you are experiencing an emergency, telephone 911 immediately.
FURTHER COMMUNICATIONS AND AGREEMENTS
You agree that these Terms, and any related information, communications and agreements between you and us, may be made available or occur electronically, including through the CareRelay (e.g. by way of messages that appear in your online CareRelay account) or by e-mail sent to the e-mail address that you provide when registering for your use of the CareRelay.
These Terms were last updated on the “Last Updated” date indicated above. We reserve the right, at our sole discretion, to modify these Terms at any time and without specific notice to you. Such modifications shall become effective immediately upon their posting on the CareRelay. You must review these Terms on a regular basis to keep yourself apprised of any changes.
USE OF THE CARERELAY & LICENSE
THE CARERELAY IS PROVIDED BY CARERELAY ON AN “AS IS” AND “AS AVAILABLE” BASIS. See “Disclaimers and Liability” below.
CareRelay Inc grants you a limited, revocable, non-exclusive, non-transferable license to access the CareRelay for your own personal, non-commercial, use in accordance with these Terms and in compliance with applicable law.
The license does not permit any republication, distribution, assignment, sublicense, sale, preparation of derivative works or any other use of the CareRelay or any part of the CareRelay by you without the express written consent of CareRelay Inc.
For greater certainty, this license does not include: any resale of the CareRelay or its contents; any downloading or copying of information for the benefit of any merchant; or any use of data mining, robots, or similar data gathering and extraction tools. You may not frame or utilize framing techniques to enclose any trademark, logo or other proprietary information, including but not limited to, images, text, page layout or form of CareRelay Inc or its affiliates without the express written consent of CareRelay Inc.
You may not use any meta tags or any other “hidden text” utilizing CareRelay Inc’s name or trademarks without the express written consent of CareRelay Inc.
Any unauthorized use of the CareRelay and its content immediately terminates the license granted by CareRelay Inc to you hereunder.
YOUR CONDUCT
To the extent that the CareRelay permits you to post, email, or otherwise make available content, you agree not to post, email or otherwise make available content that:
You will be solely responsible and liable for any and all loss, damage, and additional costs that you, CareRelay Inc or any other person may incur as a result of your submission of any information on or through this CareRelay. CareRelay Inc reserves the right to refuse to post or to remove any content, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of these Terms.
YOUR CARERELAY ACCOUNT
In order to register for the CareRelay, you will be required to create an account and establish a username and password. You must use your account, username, and password strictly in accordance with these Terms. You are solely responsible for: (i) maintaining the security of your username and password; and (ii) any activity that occurs under your account. You will promptly notify CareRelay Inc via e-mail (privacy@carerelay.com) if you learn of or suspect any loss, theft or unauthorized use of your account, username or password. You acknowledge that you (and not us) are solely responsible for any loss resulting from any unauthorized use of your CareRelay account or access to your CareRelay account.
By registering for the CareRelay, you represent and warrant to CareRelay Inc that: (a) all information provided by you to CareRelay Inc during the registration process is truthful, accurate and complete; and (b) you will comply with these Terms. As a registered user, you agree to maintain and promptly update your registration data as necessary to keep it accurate, current and complete. Without limiting any other provision in these Terms, you will be responsible for any and all loss, damage, or additional costs that we and/or our service providers or others may incur as a result of your submission of any false, incorrect or incomplete information or your failure to update your registration or other information that you submit via our CareRelay.
MINORS AND CHILDREN
The CareRelay is intended solely for users 18 years of age and older, and you must be at least 18 years old to establish an account to use the CareRelay. Parents and legal guardians who establish accounts in respect of a child who is under the age of 18 (a “Minor”), shall be solely responsible for: (A) monitoring and supervising the Minor’s use of the CareRelay; and (B) any consequences stemming from the Minor’s use of the CareRelay. Without limiting any other provision in these Terms, CareRelay Inc disclaims any liability arising from or in connection with the use of the CareRelay by a Minor.
USER’S SUBMISSIONS
You represent and warrant that any review, comment, suggestion, idea, image, content or other material (collectively, the “Material”) you submit to CareRelay Inc is legal and does not violate any right of any third party, including privacy and intellectual property rights. You are and shall remain solely responsible for any Material you disclose, submit or offer to CareRelay Inc. Without limiting the foregoing, to the extent that you deal with a third party’s personal information while using the CareRelay (e.g. by submitting or inputting such information to the CareRelay), you represent and warrant that you have received the appropriate consent to do so and otherwise have the authority to do so.
COPYRIGHT
All content on the CareRelay, including but not limited to works, images, pictures, dialogues, sounds, videos, documents, drawings, figures, logos, web pages, graphics, colors, schemes, tools, fonts, designs, diagrams, layouts, methods, processes, functions and software (collectively, the “Content“), is the property of CareRelay Inc or its content suppliers and is protected by national and international copyright and other intellectual property laws. You may not reproduce, publish, distribute, display, modify, create derivative work from, or exploit in any way, in whole or in part, the Content without the prior express written consent of CareRelay Inc or its content suppliers, as the case may be.
CareRelay Inc and its content suppliers shall have the exclusive right to authorize or prohibit in their sole discretion any reproduction, publication, distribution, display, modification, the creation of derivative work from, or exploitation in any way of, in whole or in part, the Content. CareRelay Inc and its content suppliers shall have the right, at any time, to claim the authorship of any Content posted on the CareRelay and to object to any use, distortion or other modification of such Content.
Any reproduction, publication, distribution, display, modification, the creation of derivative work from, or exploitation in any way of the Content expressly authorized in writing by CareRelay Inc or its content suppliers shall be carried out by you for lawful purposes only and in compliance with all applicable laws. Nothing in the CareRelay is to be interpreted as conferring a right to use the Content or the material protected by the Copyright Act (Canada) or equivalent foreign laws.
You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in our CareRelay. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of our CareRelay.
TRADEMARKS
CareRelay is a registered trademark of CareRelay Inc. All rights are reserved. These and any other trademark, service mark and trade dress of CareRelay, including, but not limited to, any mark that incorporates the word “CareRelay” or the domains name “carerelay.com”, “CareRelay.com”, and other domain extensions “.net, .org, .ca, .us, .care, .it, .io) may not be used by you in any manner for any purpose without the prior express written consent of CareRelay Inc.
All other trademarks, service marks, and trade dress not owned by CareRelay Inc that appear on the CareRelay are the property of the respective owners (the “Third Party Owners”), who may or may not be affiliated with, connected to, sponsored by or sponsors of CareRelay Inc.
CareRelay Inc and all Third-Party Owners are entitled to the exclusive use of their respective trademarks, service marks and trade dress.
You are not authorized to use any of the trademarks, service marks and trade dress that appear on the CareRelay in any manner for any purpose without the prior express written consent of CareRelay Inc or the respective Third-Party Owner, as the case may be.
COPYRIGHT COMPLAINTS
We respect the intellectual property of others. If you believe your work has been copied in a way that constitutes copyright infringement, please send privacy@carerelay.com a written notification of claimed infringement with all of the following information and otherwise in accordance with the Copyright Act (Canada):
CareRelay Inc investigates notices of alleged infringement and takes appropriate actions under the applicable law.
LINKS TO THIRD PARTY WEBSITES
The CareRelay may provide hyperlinks to third-party websites (Third Party Websites”). CareRelay Inc does not operate or control, nor expressly or implicitly endorse or guarantee any Third-Party Website, or any information or material, or the accessibility thereof, via such links. You agree that CareRelay Inc is not responsible for any content, services and/or products provided by any Third-Party Website. When you access any Third-Party Website through a hyperlink posted on the CareRelay, please carefully read the conditions of use policy and other policies of such Third-Party Website. These Terms and other CareRelay policies do not apply to any Third-Party Website.
CareRelay Inc provides hyperlinks to Third Party Websites only for the convenience of its users. By providing hyperlinks to Third Party Websites, CareRelay Inc does not recommend that its users access such Third-Party Websites. YOU AGREE THAT YOUR USE OF ANY THIRD-PARTY WEBSITE IS AT YOUR SOLE RISK AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND BY CARERELAY INC, EXPRESSED, IMPLIED OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF TITLE, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY OR NON-INFRINGEMENT. UNDER NO CIRCUMSTANCES IS CARERELAY INC LIABLE FOR DAMAGES ARISING FROM ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY WEBSITE OR FOR ANY INFORMATION APPEARING ON THIRD PARTY WEBSITES.
LINKS TO THE CARERELAY
You must obtain CareRelay Inc’s express written consent prior to linking any website or software to the CareRelay.
DISCLAIMERS AND LIMITATION OF LIABILITY
CARERELAY INC MAKES NO REPRESENTATION OR WARRANTY REGARDING THE FUNCTIONALITY, THE GOOD WORKING ORDER OR CONDITION OF THE CARERELAY, ITS SUITABILITY FOR USE, OR THAT ITS USE WILL BE UNINTERRUPTED OR ERROR-FREE. THE CARERELAY IS PROVIDED BY CARERELAY INC ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, CARERELAY INC DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, CARERELAY INC MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE CARERELAY OR THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS INCLUDED ON THE CARERELAY. YOU EXPRESSLY AGREE THAT YOUR USE OF THE CARERELAY IS AT YOUR SOLE RISK. CARERELAY INC DOES NOT WARRANT THAT THE CARERELAY, ITS SERVERS OR E-MAIL SENT FROM THE CARERELAY OR CARERELAY INC ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CARERELAY INC DOES NOT GUARANTEE THE CONTINUOUS, UNINTERRUPTED AND SECURE ACCESS TO THE CARERELAY. YOU UNDERSTAND THAT THE OPERATION OF THE CARERELAY MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE THE CONTROL OF CARERELAY INC. CARERELAY INC SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE CARERELAY, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL CARERELAY INC BE LIABLE TO YOU FOR DAMAGES OR LOSSES RESULTING FROM VIRUSES, DATA CORRUPTION, FAILED MESSAGES, DAMAGES ARISING AS A RESULT OF: TRANSMISSION ERRORS OR PROBLEMS, TELECOMMUNICATIONS SERVICE PROVIDERS, LIFECARE’S CONTRACTORS, THE INTERNET BACKBONE, THIRD-PARTY SUPPLIERS OF PRODUCTS OR SERVICES, DAMAGES OR LOSSES CAUSED BY YOU OR YOUR AGENTS OR OTHER EVENTS BEYOND THE REASONABLE CONTROL OF LIFECARE.
CERTAIN PROVINCIAL, STATE AND FEDERAL LAWS, AS THE CASE MAY BE, DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
YOU WILL BE SOLELY RESPONSIBLE FOR ALL DAMAGES AND OTHER HARM RESULTING FROM YOUR USE OF THE CARERELAY AND ITS CONTENT. CARERELAY INC SHALL NOT BE DEEMED LIABLE FOR ANY USE OF THE CARERELAY AND ITS CONTENT MADE BY YOU IN VIOLATION OF ANY APPLICABLE LAWS AND REGULATIONS AND THESE TERMS OF USE.
The content of the CareRelay is subject to change at any time. Any person that stores data on this CareRelay does so at their own risk, with the full understanding that the data may be deleted at any time and agree that they shall have no recourse against CareRelay Inc for such deletion.
If, despite the foregoing disclaimers of all liability, CareRelay Inc is found by operation of law to be liable to you in any way in connection with your use of the CareRelay, CareRelay Inc’s maximum cumulative liability to you shall be limited to CDN$100.
For the purposes of this section, and the section “Indemnification” below, “CareRelay” shall include CareRelay and its affiliates and CareRelay’s and its affiliates’ respective directors, officers, shareholders, employees, agents, mandataries and contractors.
This section shall survive the termination of these Terms.
INDEMNIFICATION
You agree to indemnify, defend and hold CareRelay Inc (which, for greater certainty, includes those individuals and entities listed in the broader definition of CareRelay Inc provided immediately above) harmless from any liability, loss, claim and expense, including reasonable lawyer’s fees and costs, that it, he or she, as the case may be, may incur as a result of or be arising from: (a) any information submitted, posted, or transmitted on or through the CareRelay through your account; and/or (b) the use of the CareRelay under your account; including any violation of these Terms, and any violation of any rights of any other person or entity, including, without limitation, any intellectual property right, privacy right, or any other legally protected right of any individual or entity.
This section shall survive the termination of these Terms.
DISPUTE RESOLUTION
You acknowledge and agree that any dispute that may arise between you and CareRelay Inc in respect to these Terms and the transactions contemplated herein shall be resolved by the provincial and federal courts and tribunals sitting in the Province of Ontario and you hereby irrevocably submit and attorn to the personal and exclusive jurisdiction and venue of these courts.
This section shall survive the termination of these Terms.
GOVERNING LAW AND JURISDICTION
The CareRelay is controlled and operated by CareRelay Inc from Toronto, Ontario, Canada. These Terms shall be construed and interpreted in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein and shall be treated in all respects as an Ontario contract, without reference to principles of conflict of law. The application of the United Nations Convention on Contracts for the International Sale of Goods (including through any implementing legislation) is expressly excluded.
This section shall survive the termination of these Terms.
NO ASSIGNMENT
You may not assign your rights or obligations under these Terms without the express written consent of CareRelay Inc.
SUCCESSORS AND ASSIGNS
These Terms shall inure to the benefit of and be binding upon each of the parties hereto and their respective successors and permitted assigns.
SEVERABILITY
The provisions of these Terms shall be deemed severable. In the event that any provision of these Terms is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.
ENTIRE AGREEMENT
These Terms, together with all other agreements, terms or conditions incorporated or referred to herein constitute the entire agreement between you and CareRelay Inc relating to the subject matter hereof, the use of the CareRelay and any transactions conducted on or from the CareRelay, and supersede any prior understandings or agreements (whether electronic, oral or written) regarding the subject matter hereof, and may not be amended or modified except in writing, or by CareRelay Inc making such amendments or modifications available to it pursuant to these Terms.
HEADINGS
The headings of these Terms are inserted for convenience of reference only and do not affect the construction or interpretation of these Terms.
NO WAIVER
The failure of CareRelay Inc to enforce any provision of these Terms or to respond to a breach by you or any third party of these Terms shall not in any way waive the right of CareRelay Inc to subsequently enforce any of the terms and conditions contained herein or to act with respect to similar breaches.
ENGLISH LANGUAGE
The Parties have expressly required that these Terms, the terms of sale, and all documents and notices relating thereto be drafted in English. Les parties aux présentes ont expressément exigé que la présente convention et tous les documents et avis qui y sont afférents soient rédigés en anglais.
TERMINATION
CareRelay Inc reserves the right, at its sole discretion, to terminate your access to all or any part of the CareRelay, with or without notice.
CONTACT INFORMATION
If you have any questions regarding these Terms, please contact CareRelay Inc at:
Address: Attn: Chief Privacy Officer
CareRelay Inc. A XGC SOFTWARE INC. COMPANY
401 Bay Street, Suite 2704
Toronto, ON M5H 2Y4
CANADA
E-mail: privacy@carerelay.com