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Terms of Use

Read these Terms of Use and all notices, directions, precautions, and warnings prior to using the application or any other HeadCheck Health products or services.

Last updated on December 13, 2016.

 

TERMS OF USE

IMPORTANT—PLEASE READ CAREFULLY: These terms of use (the “Terms of Use”) are a binding legal contract between you and HeadCheck Health Inc., (“HeadCheck Health”, “we”, “us” or “our”) that covers your use of the HeadCheck Health Application (which includes computer software and, as applicable, associated media, databases, printed materials, and “online” or electronic documentation), our websites and any associated services that we provide to you (collectively, the “Services“).

BY INSTALLING THE HEADCHECK HEALTH APPLICATION OR OTHERWISE USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF USE AND THE ADDITIONAL TERMS FOUND ON www.headcheckhealth.com/terms , INCLUDING THE DISCLAIMERS, LIMITATIONS OF LIABILITY, INDEMNITY AND TERMINATION PROVISIONS BELOW.

F YOU ARE ENTERING INTO THESE TERMS OF USE ON BEHALF OF A COMPANY OR OTHER ORGANIZATION (E.G. YOUR EMPLOYER), YOU REPRESENT AND WARRANT THAT YOU HAVE THE NECESSARY AUTHORITY AND POWER TO BIND THE ORGANIZATION.  THESE TERMS OF USE WILL BE BINDING ON THE ORGANIZATION, AND WILL ALSO BE BINDING ON YOU IN YOUR PERSONAL CAPACITY.

IF YOU DO NOT AGREE TO THESE TERMS OF USE AND/OR THE ADDITIONAL TERMS, DO NOT INSTALL THE HEADCHECK HEALTH APPLICATION OR OTHERWISE USE THE SERVICES.

ENTIRE AGREEMENT

These Terms of Use together with the Additional Terms represent the entire agreement concerning the Services between you and HeadCheck Health, and it supersedes any prior proposal, representation, or understanding between the parties.

AMENDMENTS TO THE TERMS OF USE

HeadCheck Health may amend these Terms of Use at any time by posting the amended terms at www.headcheckhealth.com/terms or via the Services.  We will also update the “Last updated” date at the top of these Terms of Use.  All amended terms shall be effective immediately after your first use of the Services after the amended terms have been posted. By continuing to use the Services, you are indicating that you agree to be bound by the amended Terms of Use.  If the amended Terms of Use are not acceptable to you, you must stop using the Services.

NOT MEDICAL ADVICE

The HeadCheck Health Application, including any tests performed using the Services, the results and analyses thereof, and materials provided through the Services, are provided for informational purposes only and do not constitute medical advice or other professional advice or opinion and does not represent a comprehensive or specific analysis of your or any other person’s medical situation. We do not offer personalized medical advice or patient-specific treatment advice. Only a treating doctor, or other qualified treating healthcare professional, can determine if a diagnosis or treatment described by the HeadCheck Health Application is appropriate for you or any other person. Use of this product is not a substitute for a call or visit to, or consultation with, a physician or healthcare professional. If you believe you or any other person has suffered a concussion or are affected by some other medical condition, whether or not the test results support this belief, you should immediately stop using the Services and seek (or advise the other person to seek)  professional medical advice or consult with a qualified medical professional.

YOU SHOULD NEVER DISREGARD OR DELAY SEEKING PROFESSIONAL MEDICAL ADVICE, OR ADVISE SOMEONE TO DISREGARD OR DELAY SEEKING PROFESSIONAL ADVICE, BECAUSE OF SOMETHING THAT YOU HAVE SEEN ON THE HEADCHECK HEALTH APPLICATION OR OTHERWISE IN CONNECTION WITH YOUR USE OF THE SERVICES. PLEASE CONSULT, AND ADVISE OTHERS TO CONSULT, WITH A DOCTOR, OR OTHER QUALIFIED HEALTHCARE PROFESSIONAL, BEFORE RELYING ON ANY DIAGNOSIS OR TREATMENT DISCUSSED ON OR PRESENTED THROUGH THE SERVICES.

WARNINGS

Failure to follow all instructions or to heed any warnings or precautions could result in serious injury.

DISCLAIMER

To the maximum extent permitted by applicable law, the Services are provided on a  “where is” and “as is” basis, and your use of the Services is at your sole risk. HeadCheck Health disclaims any and all representations, warranties and conditions to the maximum extent permitted by law, whether express or implied, including, without limitation, representations, warranties and conditions (a) that the Services will meet your requirements or be available on an uninterrupted, secure or error-free basis, (B) as to the accuracy, reliability, completeness, or correctness of the Services or of any test results or other content made available in connection with your use of the Services, (c) of merchantability, fitness for a particular purpose or non-infringement, and (D) arising from course of dealing or usage of trade.

LIMITATION OF LIABILITY

You acknowledge that there are risks inherent in the use of the Services (including any related hardware and internet connectivity) that may result in interruptions or errors in the service, loss of privacy, confidentiality, information or property, as well as other losses, damages or adverse occurrences, regardless of the measures taken to avoid such occurrences.  To the maximum extent permitted by law, the entire risk arising out of THE access to and use of the Services remains with you.

WITHOUT LIMITING THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED BY LAW, HEADCHECK HEALTH DISCLAIMS ALL LIABILITY FOR ANY INJURY, DISEASE OR DEATH TO YOU OR ANY OTHER PERSON THAT IS CAUSED OR CONTRIBUTED TO BY THE SERVICES OR THE ACCESS TO OR USE THEREOF (INCLUDING WITHOUT LIMITATION ANY INJURY, DISEASE OR DEATH CAUSED OR CONTRIBUTED TO BY ANY RELIANCE OR NON-RELIANCE ON ANY TEST RESULTS).

In no event will HeadCheck Health, our affiliates or our respective officers, directors, agents, employees and other representatives (collectively, the “HeadCheck Parties”) be liable to you or any third party in contract, tort, strict liability or otherwise, for any lost profits or for any indirect, incidental, special, exemplary, consequential or punitive damages arising out of or in connection with (a) these Terms of Use, (b) the use of or inability to use the Services, (c) the reliance (or non-reliance) on any test results, or (d) the inaccuracy or incompleteness of any test results, even if HeadCheck Health has been advised of the possibility of such damages. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.

To the maximum extent permitted by applicable law, the cumulative liability of the HeadCheck Parties to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to these Terms of Use or the Services shall not exceed the license fee paid to HeadCheck Health for the use of the Services, if any.

By transmitting or receiving any data or information to or from HeadCheck Health or any of its affiliates through your use of the Services or otherwise, you assume all of the risks associated therewith, including the interception of such data or information by third parties in any manner whatsoever, errors in the transmission of such data or information, and the risk of loss or corruption of any such data during transmission, storage or otherwise.

Under no circumstances shall HeadCheck Health be responsible for user error including, but not limited to, erroneous data input, misuse of the Services, incorrect interpretation of data or missing data.

The above limitations and restrictions are fundamental elements of the bargain between us and you.

INDEMNITY

You will indemnify, defend and hold the HeadCheck Parties harmless from any claim, action or demand, damages, liabilities and settlements, including without limitation reasonable attorneys’ fees arising out of or relating to your use of the Services, your breach of these Terms of Use, or your violation of any law or the rights of any third party, including without limitation any third party claims brought by or on behalf of persons to whom you administered tests or assessments using the services.

INTELLECTUAL PROPERTY RIGHTS

You acknowledge and agree that the Services are the proprietary property of HeadCheck Health and its licensors and are protected under copyright and other intellectual property rights in Canada, the United States and other jurisdictions.  You further acknowledge and agree that all right, title, and interest in and to the Services, including intellectual property rights associated therewith, are and shall remain with HeadCheck Health or its licensors. These Terms of Use do not convey to you an interest in or to the Services, but only the limited right of use granted below, which is revocable in accordance with these Terms of Use.

Subject to your compliance with these Terms of Use, HeadCheck Health hereby grants to you, and you accept, a limited, nonexclusive, non-transferable, revocable license to (a) access the Services, and (b) to view materials published by HeadCheck Health on or through the Services, and to print a single copy of such materials, in each case for your or your organization’s personal, non-commercial use.  The license granted extends only to use of the Services for their intended purpose in compliance with these Terms of Use.  All other uses are strictly prohibited.

In consideration of this authorization, you agree that any materials you print shall retain all copyright and proprietary notices contained at the bottom of each page.  Each document published by HeadCheck Health may contain other copyright information and proprietary notification relating to that individual document.

Except as stated above, no part of any material presented on or through the Services may be reproduced, framed, stored in any retrieval system, or transmitted in any form or by any means, electronic, mechanical, printing, photocopying, recording, or otherwise.

The licenses granted above will immediately terminate if your account is revoked or cancelled or your access to the Services is otherwise suspended or terminated.

YOUR ACCOUNT

Account Access. You are responsible for maintaining the confidentiality of your account and password. You may not share your password with anyone, or transfer this account or the license granted hereunder to a third party without prior written consent of HeadCheck Health. You agree to accept full responsibility for all activities that occur under your account or password.

Billing. You may purchase a subscription, which provides you with an account and/or password that grant you access to the Services. You will be automatically billed on a periodic basis from the date you purchase your subscription and through each periodic renewal until cancellation. You will be responsible for all applicable taxes charged to you as required by law. If an account has an outstanding balance, HeadCheck Health reserves the right to suspend it or reduce your access.

No Refunds. You may cancel your HeadCheck Health account by contacting a HeadCheck Health Sales Representative at any time but will not be eligible for a refund unless required by law.

RESTRICTIONS

You may not use the Services other than for their intended purpose. You may not modify, adapt, translate, reverse engineer, or create derivative works based upon the Services or any part thereof. You may not reverse assemble, reverse compile, or otherwise translate the Services or any portion thereof.

You may use the Services only in compliance with applicable laws, and may not use them for any unlawful or fraudulent purpose.

The Services may only be used by you personally. Use by an individual other than yourself is not permitted without separate authorization from HeadCheck Health. If you are using the Services for an organization, you must use it in compliance with the organization’s terms and policies. You may not assign, sublicense, transfer, pledge, lease, rent, loan, or share your rights under these Terms of Use.

You may not use the Services for the direct benefit of, or for purpose of rendering services to, any third party business entities or organizations.

YOUR INFORMATION

When you create your login as a prerequisite to using the Software and the Site, HeadCheck Health will ask you to provide certain personal information. Additionally, certain personal information and data that is obtained before and/or during tests performed using the Services may be transmitted to HeadCheck Health and stored.  Any personal information that we collect will be handled in accordance with our Privacy Policy, which is available here.

You acknowledge that we will have no obligation to retain any personal information or other information that you submit to us or provide in connection with your use of the Services, nor to retain the results of any tests performed using the Services.  We may delete such information and results at any time without notice or warning to you.

All questions, comments, suggestions or the like that you provide to us, whether in connection with your use of the Services or otherwise, shall be deemed to be non-confidential and HeadCheck Health shall have no obligation of any kind with respect to such information, and shall be free to reproduce, use, disclose and distribute the information to others without limitation.  Furthermore, HeadCheck Health shall be free to use any ideas, concepts, techniques, or know-how contained in such information for any purpose, including but not limited to, development, manufacturing and marketing of products and services that incorporate such information.

PROPRIETARY INFORMATION

The Services and all information and materials related thereto constitute proprietary information and trade secrets of HeadCheck Health. You shall use your best efforts to insure the confidentiality of the Services and all related materials and information supplied by HeadCheck Health.

You warrant that you will not disclose, use, modify, copy, or reproduce the Services or any of the information or materials supplied by HeadCheck Health except to the extent expressly permitted by these Terms of Use or after first obtaining the written permission of HeadCheck Health.

You shall prevent your employees, agents, attorneys and representatives, if any, from disclosing such proprietary information and shall hold HeadCheck Health harmless and protect and indemnify HeadCheck Health in the event of any disclosure by such persons.

The non-disclosure provisions of this section shall continue beyond the term of the contract and shall be binding and enforceable even after termination of these Terms of Use.

TERMINATION; MODIFICATION TO SERVICES

HeadCheck Health reserves the right to suspend or terminate the Services, in whole or in part, and to terminate accounts, remove or edit content, or cancel logins in our sole and absolute discretion and without liability to you, including without limitation if we believe that you have violated these Terms of Use.  These Terms of Use, including without limitation the disclaimers, limitations of liabilities and indemnities (but excluding the licenses granted to you under “Intellectual Property Rights” above) will survive and continue to bind you, even if you cease using the Services or if your right to use the Services is suspended or terminated.

HeadCheck Health may also make improvements and/or changes to the Services at any time without notice.

GOVERNING LAW

These Terms of Use shall be governed by and construed in accordance with the Laws of the Province of British Columbia.  Without prejudice to the ability of HeadCheck Health to enforce these Terms of Use in any other proper jurisdiction and subject to the ‘Resolving Disputes’ provisions of these Terms of Use, you irrevocably submit and attorn to the non-exclusive jurisdiction of the courts of such Province.  To the extent permitted by applicable law and subject to the ‘Resolving Disputes’ provisions of these Terms of Use, you irrevocably waive any objection (including any claim of inconvenient forum) that you may now or hereafter have to the venue of any legal proceeding arising out of or relating to these Terms of Use in the courts of such Province.

RESOLVING DISPUTES

Informal Resolution as a first course of action. HeadCheck Health wants to address your concerns without needing a formal legal case. Before filing a claim against HeadCheck Health, you agree to try to resolve the dispute informally by contacting support@headcheckhealth.com. HeadCheck Health will try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or HeadCheck Health may bring a formal arbitration proceeding pursuant to these Terms of Use.

Arbitration. Subject to the completion of the Informal Resolution process described above, any controversy or claim arising out of or relating to the Services or Terms of Use, or a breach thereof, shall be determined by arbitration administered by ICDR Canada in accordance with its Canadian Arbitration Rules. The number of arbitrators shall be one. The place of arbitration shall be Vancouver, British Columbia, Canada and the language of the arbitration shall be English

No Class Actions. You may only resolve disputes with HeadCheck Health on an individual basis, and may not bring a claim as a plaintiff or class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.

COSTS OF LITIGATION

If any formal action is brought by either party to these Terms of Use against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to any other relief granted, reasonable attorney fees and expenses of litigation.

SEVERABILITY

Should any term of these Terms of Use be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof.

COPYRIGHT NOTICE

The Services and these Terms of Use are Copyright © 2017 HeadCheck Health Inc. All rights reserved.