TERMS AND CONDITIONS OF USE
Last Updated: January 31, 2017.
THESE TERMS AND CONDITIONS (THE “TERMS”) ARE A LEGAL CONTRACT BETWEEN Genome Development Corporation ("GDC", “ConsultSTAT”, “WE” OR “US”) AND “YOU”. THE TERMS EXPLAIN HOW YOU ARE PERMITTED TO USE THE SERVICES PROVIDED BY US AND THE WEBSITE LOCATED AT THE URL WWW.CONSULTSTAT.COM (AS WELL AS ALL ASSOCIATED SITES LINKED TO WWW.CONSULTSTAT.COM AND MEMBERSHIP-PROTECTED PORTAL SITES HOSTED AND/OR OPERATED BY GDC, ITS SUBSIDIARIES AND AFFILIATED COMPANIES) (COLLECTIVELY, THE “SITE”). UNLESS OTHERWISE SPECIFIED, ALL REFERENCES TO “SITE” INCLUDE ANY SOFTWARE THAT GDC PROVIDES TO YOU THAT ALLOWS YOU TO ACCESS THE SITE FROM A MOBILE DEVICE (A “MOBILE APP"). BY USING THIS SITE, YOU ARE AGREEING TO ALL THE TERMS; IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED ON THIS SITE.
I. What We Do: Our services are provided through the Site and through a variety of associated Portal sites (which may include mobile apps), which we build and lease to health care professionals and to diagnostic lab facilities and procedure facilities (collectively called “Healthcare Providers”). There are subcategories of "Member" and of "Healthcare Provider", which are determined by the Portal type they are using. There are three distinct Portal types that we make available to Healthcare Providers: ConsultSTAT-Refer connects Healthcare Providers (who are consultants) with Referring Healthcare Provider Members, to expedite referral appointments and fulfillment. This Consultant-operated Portal also connects Consultants with the Pharmacist Members of referred patients. ConsultSTAT-Services connects Healthcare Providers (who are diagnostic labs & procedure facilities) with Referring Healthcare Provider Members, to expedite test/procedure appointments and fulfillment. ConsultSTAT-Triage connects Healthcare Providers (who are either primary caregivers or specialists) with their continuing care Patient Members. This Portal also connects these Healthcare Providers with the Pharmacist Members of their patients. The Portals provide a telehealth online solution that allows the following types of two-way communication between participating Healthcare Providers and their Portal Members:
A. (i) to schedule a Patient's office or virtual visit appointment with the Healthcare Provider inside a Portal, (ii) to schedule an office consultation for the Patient with the Consultant/Specialist Healthcare Provider inside a Portal, (iii) to schedule a virtual conference appointment between Referring Healthcare Provider and Consultant/Specialist Healthcare Provider to discuss the patient inside a Portal, (iv) to schedule a diagnostic test or procedure for the patient with the Healthcare Provider inside a Portal;
B. (i) to conduct and record a patient's virtual visit ("eVisit", "eConsult") via a third party digital telephony system, (ii) to conduct and record a virtual conference ("eConfer") to discuss a patient via a third party digital telephony system;
C. to exchange documents between Portal Member and Portal Administrator(s) inside a Portal; to exchange information between Portal Member and Portal Administrator(s) inside a Portal;
D. to receive and process payment from or on behalf of a Portal Member; all via a secure Internet connection (the “Services”).
We provide Portal-based website creation, hosting and maintenance services to Healthcare Providers for the purpose of enhancing and expediting communication between Portal member and Portal Administrator(s). We do not provide electronic medical record ("EMR") services. We do not provide billing services to, or payment services from government insurance agencies or private health insurance companies. We are not a medical service provider, health insurance company, or licensed to sell health insurance. The Services are not intended to replace an electronic or paper medical record system. They represent a method of enhancing and expediting communications between patient and Healthcare provider and between two Healthcare providers that would traditionally be carried out by phone, fax, efax or paper mail, with a digital, online solution. These Portal-based digital communications have a finite time limit. Each completed communication thread is permanently deleted from the Portal's database by the Portal Administrator(s); however, it is saved to the patient's EMR as a PDF or saved to the patient's paper medical record in printed form by the Portal's Administrator(s). Similarly, each audio file created as a result of a voice-based eVisit/eConsult or eConfer is downloaded and saved to the patient's medical record by the Portal's Administrator and deleted from the digital telephony system's database by its system Administrator.
ALL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT PROVIDED TO YOU ON THIS SITE IS PROVIDED EXCLUSIVELY BY THE HEALTHCARE PROVIDER WHO HAS SUBSCRIBED FOR ONE OR MORE ConsultSTAT PORTALS. IT IS NOT PROVIDED TO YOU BY GDC. NONE OF THE INFORMATION ON THE SITE REPRESENTS OR WARRANTS THAT ANY PARTICULAR DRUG, THERAPY OR OTHER TREATMENT IS SAFE, APPROPRIATE, OR EFFECTIVE FOR YOU. FURTHERMORE, A HEALTHCARE PROVIDER’S ABILITY TO USE OUR SERVICES is not an endorsement or recommendation of that health care provider by GDC. To the extent medical advice is provided to you by a Healthcare Provider through the Services, such medical advice is based on your personal health data as provided by you to the healthcare provider and the local standards of care for your presenting symptoms, based on the information you provide. The medical advice provided by your health care provider is not under the control of GDC, nor is it provided to or used by GDC.
III. Patient and Health Care Provider Responsibilities: If you are a Patient, you accept responsibility for yourself in the use of the Services. You acknowledge that your relationship for health care services is with your health care provider, and your obtaining services from the Healthcare Provider is solely at your own risk and you assume full responsibility for all risk associated therewith, to the extent permitted by law. By using the Service, you agree to not hold GDC liable in any way for any malpractice or substandard treatment the Healthcare Provider may render. We use best efforts to confirm the credentials of Healthcare Providers using our Services but do not validate that they are in good standing with their respective licensure board(s). It is the patient’s responsibility to separately confirm that a Healthcare Provider is in good standing with his or her respective licensing board(s). If you are a Healthcare Provider, you accept responsibility for your Patients as well as yourself in the use of this Service. You are also responsible for the quality of the services you provide during your use of the Service and for complying with all applicable laws in connection with your use of the Service. For example, you are responsible for obtaining any and all Federal, Provincial (State) and local licenses and certifications which may be required to practice your profession when using this Service and maintaining malpractice and liability insurance in compliance with regulatory and local requirements. You are also responsible for obtaining Patient consent if required by law and complying with any and all privacy laws applicable to the use of this Service with your patients, including both Federal and Provincial Privacy Legislation. GDC has established reasonable safeguards and procedures to protect the security of patient information, but you must also take steps to protect your privacy and confidentiality that of your patients. You will be asked to enter a personal health information privacy agreement with GDC.
We make no representations regarding your ability to bill third-party payors for the services you provide using the Site. You are responsible for complying with all laws in billing for the services you provide. We integrate with reputable third party billing processors (gateways) to facilitate your monetary transactions with patients. The payment processor account established for this purpose is yours and yours alone, as are the legal obligations and responsibilities as between you and the payment processor. By using the Service, you agree not to hold GDC liable in any way for any dispute or obligation as among you and/or a patient and/or a health care provider and the payment processor. We integrate with reputable third party digital telephony services to facilitate your voice communication with patients. The digital telephony service account(s) established for this purpose are yours and yours alone, as are the legal obligations and responsibilities as between you and the digital telephony service. By using the Service, you agree not to hold GDC liable in any way for any dispute or obligation as among you and/or a patient and/or a health care provider and the digital telephony service. We integrate with reputable third party email delivery and SMS services to facilitate your notifications to patients. The email delivery and SMS accounts established for this purpose are yours and yours alone, as are the legal obligations and responsibilities as between you and the email delivery and SMS services. By using the Service, you agree not to hold GDC liable in any way for any dispute or obligation as among you and/or a patient and/or a health care provider and either the email delivery service or the SMS service.
V. General Provisions: By using this Site, you represent, acknowledge and agree that you are at least 18 years of age, or if you are under 18 years of age but are at least 13 years old (a “Minor”), that you are using the Site with the consent of your parent or legal guardian and that you have received your parent’s or legal guardian’s permission to use the Site and agree to its Terms. If you are a parent or legal guardian of a Minor, you hereby agree to bind the Minor to these Terms and to fully indemnify and hold harmless GDC if the Minor breaches any of these Terms. If you are not at least 13 years old, you may not use the Site at any time or in any manner or submit any information to GDC or to the Site.
GDC provides content through the Site that is copyrighted and/or trademarked work of GDC or GDC’s third-party licensors and suppliers or other users of the Site (collectively, the “Materials”). Materials may include logos, graphics, video, images, software and other content. Subject to the terms and conditions of these Terms, and your compliance with these Terms, GDC hereby grants you a limited, personal, non-exclusive and non-transferable license to use and to display the Materials and to use this Site solely for your personal use. Except for the foregoing license, you have no other rights in the Site or any Materials and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Site or Materials in any manner. If you breach any of these Terms, the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials.
VI. Visitors and Registered Users: As a visitor, you can view, visit and browse through the Site. You need not register with GDC to simply visit and view the Site, to browse and see the partial, publicly accessible information in the Site. However, in order to access the Services and Materials and Portal live 'demos' offered on and through the Site, you must register with GDC for an account and receive a password. Registered Users can be Patients or Healthcare Providers. To be able to use and access the Services, Healthcare Providers shall contract separately with GDC, create a “Provider Account” and purchase a subscription for each of their Portal types and then invite Patients and their Pharmacists to join the Provider’s ConsultSTAT-Triage Portal, invite Referring Healthcare Providers and the Pharmacists of referred patients to join the Provider's ConsultSTAT-Refer Portal and invite Referring Healthcare Providers to join the Provider's ConsultSTAT-Services Portal.
(a) Password Restricted Areas of this Site: To register for an account with GDC, you must submit the following information through the account registration page on the Site:
(i) Providers (as Administrators of their own Portals or as Members of other Provider's Portals): Providers are required to provide certain Personal Information, and information about their practices, including: the Provider’s name, date of birth, gender, address, email, mobile and work phone; the Healthcare Provider’s practice name, address, phone number and fax number; the Healthcare Provider's professional registration number and type of practice and a user id and password. We may also collect certain optional information, including: middle name or initial, bank account or other payment information and other contact details, picture and communication preferences.
(ii) Patients (as Members): Patients are required to provide certain Personal Information, including: name, date of birth, gender, address, email, mobile and work phone, health insurance registration number, as well as a user id and password. Patients may also provide certain optional information, including middle name or initial, home phone and other contact info, pharmacy name and contact details, picture and communications preferences. In addition, the Patient can communicate other health-related information to the Healthcare Provider during a digital telephony eVisit/eConsult and similarly the Referring Health Care Provider can communicate other health-related information about the Patient to the Consultant Health Care Provider during a digital telephony eConfer via the Service's ConsultSTAT-Voice Portal or via a third party digital telephony app. Optional information is not required to register for an account but may be helpful to GDC in providing you with a more customized experience when using the Site or its Services.
(iii) Pharmacies/Pharmacists (as Members): Pharmacists are required to provide certain Personal Information, and information about their pharmacies, including: the Pharmacy name, address, email, business phone; the Pharmacy's professional registration number and a user id and password. We may also collect certain optional information, including: bank account or other payment information and other contact details, picture and communication preferences.
VII. Payments for Services and Subscriptions: (a) Subscriptions: By registering for an account with GDC, you become a “Registered User” with access to certain password-restricted areas of the Site and to use certain Services and Materials offered on and through the Site (a “Subscription”). Each Subscription and the rights and privileges provided to a Registered User is personal and non-transferable. All sales and payments of Subscription fees will be in Canadian Dollars (CAD) for Canada-based Registered Users and in US Dollars for US-based Registered Users. All Subscription fees are non-refundable under any circumstances. The fee that we will charge you for your Subscription will be the price detailed in your Order Form when registering to become a Registered User. GDC reserves the right to change prices for Subscriptions at any time, and does not provide price protection or refunds in the event of promotions or price decreases. Notwithstanding the foregoing, GDC shall notify Registered Users of any price changes thirty (30) days prior to any change. GDC shall honour any Subscription prices until the expiration of the applicable Subscription Term. You may pay for your Subscription fee only with creditcard payments as permitted by the payment processor. We will charge your credit card for your first Subscription fee on the date that we process your order for your Subscription. Once your credit card is charged the first Subscription fee, we will begin provisioning your account. Once your account is ready, you will receive a confirmation e-mail notifying you of your ability to access those Subscription-only portions of, and Materials on, the Site.
(b) Services: Your Portal subscription includes a one-time Portal set-up fee. You will also make payments into your ConsultSTAT-Voice account. All sales and payments of Services fees will be in Canadian Dollars (CAD) for Canada-based Registered Users and in US Dollars for US-based Registered Users. All Services fees are non-refundable under any circumstances. The fee that we will charge you for your Portal set-up will be the price detailed in your Order Form when registering to become a Registered User. GDC reserves the right to change prices for set-up fees at any time, and does not provide price protection or refunds in the event of promotions or price decreases. Notwithstanding the foregoing, GDC shall notify Registered Users of any price changes thirty (30) days prior to any change. You may pay for your set-up fee only with credit card payments as permitted by the payment processor. We will charge your credit card for your set-up fee on the date that we process your order for your Subscription. We will charge your credit card for moneys you deposit into your ConsultSTAT-Voice account on the date that we add moneys to that account.
IMPORTANT NOTICE: GDC WILL AUTOMATICALLY RENEW YOUR SUBSCRIPTION ON EACH YEARLY ANNIVERSARY OF THAT DATE THAT GDC FIRST CHARGES YOUR CREDIT CARD FOR THE FIRST SUBSCRIPTION FEE AND, AS AUTHORIZED BY YOU DURING THE SUBSCRIPTION ORDERING PROCESS, GDC WILL CHARGE YOUR CREDIT CARD WITH THE APPLICABLE YEARLY SUBSCRIPTION FEE AND ANY SALES OR SIMILAR TAXES THAT MAY BE IMPOSED ON YOUR SUBSCRIPTION FEE PAYMENT (UNLESS YOU CANCEL PRIOR TO THE ANNIVERSARY DATE). EACH SUBSCRIPTION’S AUTOMATIC RENEWAL IS FOR THE SAME PERIOD OF TIME AS YOUR ORIGINAL SUBSCRIPTION. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME BY CONTACTING GDC AT Support at consultstat dot com. PROVIDED THAT ANY SUBSCRIPTION FEES CHARGED PRIOR TO THE EFFECTIVE DATE OF CANCELLATION WILL NOT BE REFUNDED, IN WHOLE OR IN PART. YOU WILL NOT BE ELIGIBLE FOR A PRO-RATED REFUND OF ANY PORTION OF THE SUBSCRIPTION FEES PAID FOR ANY UNUSED DAYS OF THE THEN-CURRENT SUBSCRIPTION TERM. GDC REQUIRES A REASONABLE AMOUNT OF TIME TO PROCESS YOUR SUBSCRIPTION CANCELLATION REQUEST, WHICH SHALL NOT BE LESS THAN THIRTY (30) DAYS. IF YOU CANCEL YOUR SUBSCRIPTION, YOU WILL ENJOY YOUR SUBSCRIPTION BENEFITS UNTIL THE EXPIRATION OF THE THEN-CURRENT SUBSCRIPTION TERM FOR WHICH YOU HAVE PAID, AND YOUR SUBSCRIPTION BENEFITS WILL EXPIRE AT THE END OF THE THEN-CURRENT SUBSCRIPTION TERM.
You will be liable for paying any and all applicable sales and use taxes for the purchase of your Subscription, based on the mailing address that you provide when you register as a Registered User, and you authorize GDC to charge your credit for any such applicable taxes.(b) Services"Services" comprise one-time Portal set-up fee, payments into your ConsultSTAT-Voice account and any other services you purchase from GDC. If applicable, you agree to pay all fees or charges to your account based on GDC’s fees, charges, and billing terms in effect as detailed in your Order Form. If you do not pay on time or if GDC cannot charge your credit card or other payment method for any reason, GDC reserves the right to either suspend or terminate your access to the Site and account and terminate these Terms. You are expressly agreeing that GDC is permitted to bill you for the applicable fees, any applicable tax and any other charges you may incur in connection with your use of this Site and the fees will be billed to your credit card or other payment method designated on your initial registration with this Site, and thereafter at regular intervals for the remainder of the term of these Terms. If you cancel your account at any time, you will not receive any refund. If you have a balance due on any account, you agree that GDC may charge such unpaid fees to your credit card or otherwise bill you for such unpaid fees.
VIII. Special Provisions for ConsultSTAT Portal Codes (Scripts) and for Mobile Apps:
A. Portal Codes: You may not: (i) modify, disassemble, decompile or reverse engineer any ConsultSTAT Portal Codes (Scripts), except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer any ConsultSTAT Portal Codes (Scripts) to any third-party or use the ConsultSTAT Portal Codes (Scripts) to provide time sharing or similar services for any third-party; (iii) make any copies of the ConsultSTAT Portal Codes (Scripts); (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the ConsultSTAT Portal Codes (Scripts), features that prevent or restrict use or copying of any content accessible through the ConsultSTAT Portal Codes (Scripts), or features that enforce limitations on use of the ConsultSTAT Portal Codes (Scripts); or (v) delete the copyright and other proprietary rights notices on the ConsultSTAT Portal Codes (Scripts). You acknowledge that GDC may from time to time issue upgraded versions of the ConsultSTAT Portal Codes (Scripts), and may automatically electronically upgrade the version of the ConsultSTAT Portal Codes (Scripts) that you are using on your Portal(s). You consent to such automatic upgrading on Portal(s), and agree that these Terms will apply to all such upgrades. The foregoing license grant is not a sale of the ConsultSTAT Portal Codes (Scripts) or any copy thereof, and GDC and its third-party licensors or suppliers retain all right, title, and interest in and to the ConsultSTAT Portal Codes (Scripts) (and any copy of the ConsultSTAT Portal Codes (Scripts)).
B. Mobile App Code: GDC may make available one or more mobile apps to access the Site via a mobile device. To use the mobile app, you must have a mobile device that is compatible with the mobile service. GDC does not warrant that the mobile app will be compatible with your mobile device. GDC hereby grants to you a non-exclusive, non-transferable, revocable license to use an object code copy of the mobile app for one registered account on one mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the mobile app code, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the mobile app to any third-party or use the mobile app to provide time sharing or similar services for any third-party; (iii) make any copies of the mobile app; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the mobile app, features that prevent or restrict use or copying of any content accessible through the mobile app, or features that enforce limitations on use of the mobile app; or (v) delete the copyright and other proprietary rights notices on the mobile app. You acknowledge that GDC may from time to time issue upgraded versions of the mobile app, and may automatically electronically upgrade the version of the mobile app that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that these Terms will apply to all such upgrades. The foregoing license grant is not a sale of the mobile app or any copy thereof, and GDC and its third-party licensors or suppliers retain all right, title, and interest in and to the mobile app (and any copy of the mobile app). Standard carrier data charges may apply to your use of the mobile app.
(a) The following additional terms and conditions apply with respect to any mobile app that GDC provides to you designed for use on an Apple iOS-powered mobile device (an “iOS App”): You acknowledge that these Terms are between you and GDC only, and not with Apple, Inc. (“Apple”). Your use of GDC’s iOS App must comply with Apple’s then-current App Store Terms of Service.GDC, and not Apple, are solely responsible for our iOS App and the Services and Content available thereon. You acknowledge that Apple has no obligation to provide maintenance and support services with respect to our iOS App. To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to our iOS App. You agree that GDC, and not Apple, are responsible for addressing any claims by you or any third-party relating to our iOS App or your possession and/or use of our iOS App, including, but not limited to: (i) product liability claims; (ii) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation, and all such claims are governed solely by these Terms and any law applicable to us as provider of the iOS App. You agree that GDC, and not Apple, shall be responsible, to the extent required by these Terms, for the investigation, defense, settlement and discharge of any third-party intellectual property infringement claim related to our iOS App or your possession and use of our iOS App. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties. You agree to comply with all applicable third-party terms of agreement when using our iOS App (e.g., you must not be in violation of your wireless data service terms of agreement when using the iOS App). The parties agree that Apple and Apple’s subsidiaries are third-party beneficiaries to these Terms as they relate to your license of GDC’s iOS App. Upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as they relate to your license of the iOS App as a third-party beneficiary thereof.
(b) The following additional terms and conditions apply with respect to any mobile app that GDC provides to you designed for use on an Android-powered mobile device (an “Android App”): You acknowledge that these Terms are between you and GDC only, and not with Google, Inc. (“Google”). Your use of GDC’s Android App must comply with Google’s then-current Android Market Terms of Service.Google is only a provider of the Android Market where you obtained the Android App. GDC, and not Google, are solely responsible for GDC’s Android App and the Services and Content available thereon. Google has no obligation or liability to you with respect to GDC’s Android App or these Terms. You acknowledge and agree that Google is a third-party beneficiary to the Terms as they relate to GDC’s Android App.
XII. Unauthorized Activities: When using this Site and/or the services, you agree not to: Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others. Use racially, ethnically, or otherwise offensive language. Discuss or incite illegal activity. Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated). Post anything that exploits children or minors or that depicts cruelty to animals. Post any copyrighted or trademarked materials without the express permission from the owner. Disseminate any unsolicited or unauthorized advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, ‘pyramid schemes’, or any other form of such solicitation. Use any robot, spider, scraper or other automated means to access the Site. Take any action that imposes an unreasonable or disproportionately large load on our infrastructure. Alter the opinions or comments posted by others on this Site. Post anything contrary to our public image, goodwill or reputation. This list of prohibitions provides examples and is not complete or exclusive. GDC reserves the right to (a) terminate access to your account, your ability to post to this Site and (b) refuse, delete or remove any Submissions; with or without cause and with or without notice, for any reason or no reason, or for any action that GDC determines is inappropriate or disruptive to this Site or to any other user of this Site. GDC may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at GDC’s discretion, GDC will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this Site or on the Internet. Unauthorized use of any Materials or Third-Party Content contained on this Site may violate certain laws and regulations. You agree to indemnify and hold GDC and its officers, directors, employees, affiliates, agents, licensors, and business partners harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees and costs of defence) GDC or any other indemnified party suffers in relation to, arising from, or for the purpose of avoiding, any professional negligence or malpractice claim or any claim or demand from a third-party that your use of this Site or the use of this Site by any person using your user name and/or password (including without limitation, your participation in the posting areas or, your Submissions) violates any applicable law or regulation, or infringe or misappropriate the copyrights, trademark rights or other rights of any third-party.
XIII. Proprietary Rights: "CONSULTSTAT" is a trademark of GDC in Canada. Other trademarks, names and logos on this Site are the property of their respective owners. Unless otherwise specified in these Terms, all information and screens appearing on this Site, including documents, services, site design, text, graphics, logos, images and icons, as well as the arrangement thereof, are the sole property of GDC. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.
XIV. Intellectual Property Infringement: GDC respects the intellectual property rights of others, and we ask you to do the same. GDC may, in appropriate circumstances and at our discretion, terminate service and/or access to this Site for users who infringe the intellectual property rights of others.
(a) DMCA Notifications for intellectual property infringement: If you believe that your work is the subject of copyright infringement and/or trademark infringement and appears on our Site, please provide GDC’s designated agent the following information: A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.Identification of the copyrighted and/or trademarked work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled at the Site, and information reasonably sufficient to permit GDC to locate the material.Information reasonably sufficient to permit GDC to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. GDC’s agent for notice of claims of copyright or trademark infringement on this Site can be reached at Genome Development Corporation, 10 Silver Birch Ave., Toronto ON Canada M4E 3K9 Phone number (416) 698-2346. Please also note that for copyright infringements under Canadian copyright legislation, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
(b) Submitting a DMCA Counter-Notification: We will notify you that we have removed or disabled access to copyright-protected material that you provided, if such removal is pursuant to a valid DMCA take-down notice that we have received. If you receive such notice from us, you may provide us with a counter-notification in writing to GDC designated agent that includes all of the following information: Your physical or electronic signature;Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled; A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if your physical address is outside of Canada, for any judicial district in which GDC may be located, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
(c) Termination of Repeat Infringers: GDC reserves the right, in its sole discretion, to terminate the account or access of any user of our web site and/or service who is the subject or repeated DMCA or other infringement notifications.
XV. Disclaimer of Warranties: Your use of this Site is at your own risk. Materials and Submissions have not been verified or authenticated in whole or in part by GDC, and they may include inaccuracies or typographical or other errors. GDC does not warrant the accuracy of timeliness of the Materials or Submissions contained on this Site. GDC has no liability for any errors or omissions in the Materials, whether provided by GDC, our licensors or suppliers or other users. GDC, FOR ITSELF AND ITS LICENSORS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THIS SITE, THE SERVICES, OR ANY MATERIALS RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE, INCLUDING WITHOUT LIMITATION THE MATERIALS. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE, MATERIALS AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. GDC DOES NOT PROVIDE ANY WARRANTIES AGAINST VIRUSES, SPYWARE OR MALWARE THAT MAY BE INSTALLED ON YOUR COMPUTER.
XVI. Special Disclaimer regarding GDC and services provided on ConsultSTAT Portals by Healthcare Providers to Members:
GDC is not a healthcare provider. GDC is providing a Portal-based communication service between Healthcare Providers and their Members. The content on the Site and the Services are designed to provide supporting communication services for, not replace or intervene in, the relationship that exists between you and the health care provider. Any information contained on the Site is not to be construed as medical recommendation or as professional advice provided by GDC. The Site is not intended for medical diagnosis or treatment by GDC.
XVII. Limitation of Liability: GDC SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THIS SITE. IN NO EVENT SHALL GDC BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF GDC KNOWS THERE IS A POSSIBILITY OF SUCH DAMAGE.
XVIII. Local Laws; Export Control: GDC controls and operates this Site from its headquarters in Canada and the Materials may not be appropriate or available for use in other locations. If you use this Site outside Canada, you are responsible for following applicable local laws.
XIX. Feedback: If you send or transmit any communications, comments, questions, suggestions, or related materials to GDC, whether by letter, email, telephone, or otherwise (collectively, “Feedback”), suggesting or recommending changes to the Site, Services or Materials, including, without limitation, new features or functionality relating thereto, all such Feedback is, and will be treated as, non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and GDC is free to use, without any attribution or compensation to you, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You understand and agree that GDC is not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and you have no right to compel such use, display, reproduction, or distribution.
XX. Legal Disputes: These Terms will be subject to and construed in accordance with the laws of the Province of Ontario, and the laws of Canada excluding its rules regarding conflicts of law. Foreign laws do not apply. You agree that any claim or dispute you may have against GDC must be resolved exclusively by a provincial or federal court located in the Province of Ontario, except as otherwise agreed by the parties or as described in the Arbitration subsection below. You agree to submit to the personal jurisdiction of the courts located in Toronto, Ontario for the purpose of litigating all such claims or disputes.
Arbitration: For any claim (i) raised by a resident of a country other than Canada; or (ii) where the total amount of the award sought is less than ten thousand dollars ($10,000.00), you agree that GDC may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event GDC elects arbitration, you hereby agree to move any claims to the exclusive jurisdiction of an arbitration procedure, which shall be initiated through an established alternative dispute resolution (“ADR”) provider chosen by GDC. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Arbitration expressly excludes claims for injunctive or other equitable relief.
XXI. Electronic Communications: By using the Site and/or the Services provided on or through the Site, you consent to receiving electronic communications from GDC. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Site and/or Services provided on or through the Site. These electronic communications are part of your relationship with GDC. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
XXII. General: GDC prefers to advise you if we feel you are not complying with these Terms and to recommend any necessary corrective action. However, certain violations of these Terms, as determined by GDC, may result in immediate termination of your access to this Site without prior notice to you. The United Nations on Contracts for the International Sale of Goods and any laws based on the Uniform Computer Information Transactions Act (UCITA) shall not apply to this Agreement. Any disputes relating to these Terms or this Site will be heard in the courts located in the province of Ontario. If any of these Terms is found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. GDC’s failure to enforce any of these Terms is not a waiver of such term. These Terms are the entire agreement between you and GDC and supersede all prior or contemporaneous negotiations, discussions or agreements between you and GDC about this Site. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.
XXIII. Contact Us: If you have any questions about these Terms or otherwise need to contact GDC for any reason, you can reach us at Genome Development Corporation, 10 Silver Birch Ave., Toronto ON Canada M4E 3K9. Please email a copy to: support at consultstat dot com or call us at (416) 698-2346.