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Last Update: November 22, 2024

Terms of Service TailorMed Consumer App

TailorMed Medical Inc. (“TailorMed”, the “Company” or “we”) operates the TailorMed Patient Experience Web Application (the “Application”). By registering for or using the Application, you agree to be bound by these Terms of Use (the “Agreement”) in its entirety. As such, this Agreement constitutes a binding legal document between you and the Company.

1. Acceptance of Terms and Conditions

1.1. Subject to these Terms of Use, if you do not agree to any of the provisions of this Agreement you should immediately stop using the Application.

1.2. We reserve the right to amend, modify, update and change any of the terms and conditions of this Agreement from time to time and we will notify you of any such amendment, modification or change by publishing a new version of this Agreement. Any modified version of this Agreement will take effect with immediate effect and your continued use of the Application will be deemed to constitute your acceptance of the changes to this Agreement. It remains your responsibility to ensure that you are aware of the correct, current terms and conditions of this Agreement and we advise you to check for updates on a regular basis.

2. Scope of Right of Use and Intellectual Property

2.1. The Company hereby grants you the limited, revocable, non-exclusive, non-transferable and non-sub-licensable right to use the Application (the “Services“) in accordance with this Agreement. The Application’s is protected by intellectual property rights. You must not:

2.1.1. copy, redistribute, publish, reverse engineer, decompile, disassemble, modify, translate or make any attempt to access the source code to create derivate works of the source code, or otherwise;

2.1.2. sell, assign, sublicense, transfer, distribute or lease the Application;

2.1.3. make the Application available to any third party through a computer network or otherwise.

2.2. The terms of this Agreement will govern any upgrades provided by the Company that replace or supplement the original Application, unless such upgrade is accompanied by a separate agreement in which case the terms of that agreement will govern.

2.3. The brand names relating to the Application and any other trademarks, service marks and trade names used by the Company or on its own behalf from time to time (the “Trademarks”) are the trademarks, service marks and trade names of the Company or its licensors and the Company reserves all rights to such Trademarks. In addition to the rights in the Trademarks, the Company owns the rights in all other content, including but not limited to the Application, information, images, pictures, graphics, photographs, animations, videos, music, audio and text available through the Application (the “Content”) and the Content is protected by copyright or other intellectual property rights.

2.4. You hereby acknowledge that by using the Services you do not obtain any rights in the Trademarks, the Content, patents, trade secrets or any other intellectual property rights in the Application and those are and will remain solely the property of the Company.

3. Your Representations and Undertakings

3.1. You hereby acknowledge that, access or use of the Application and the Services may involve the collection, use, analysis, and dissemination of various information about you and your use of the Services. You understand, acknowledge, and agree that your access or use of the Application constitute consent to Company’s collection and use of information regarding you and your use of the Application, in accordance with the terms of our Privacy Policy which may be found in our web site https://tailormed.co/privacy-policy/ .

3.2. You shall use the Application and the Services in accordance with these terms and conditions, as amended from time to time.

3.3. The Company shall not be responsible for any telecommunications networks and internet access services and other consents and permissions required in connection with your use of the Application and the Services. The Company shall not be responsible for any access and service fees necessary to connect to the Application and assume all charges incurred in accessing such systems.

3.4. You will not transmit to or in any way, whether directly or indirectly, expose the Company or any of the Company’s online service providers to any computer virus or other similarly harmful or inappropriate material or device.

3.5. You shall not use the Application for any purpose that is unlawful, tortuous, abusive and intrusive on another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening or hateful.

4. Updates

4.1. You hereby acknowledge and agree that the Company may, from time to time, update the Application, at its sole discretion without notice, including any update, new release, patches, bug fixes, modifications, revisions, and other improvements to the Application.

5. No Warranty; Disclaimers

5.1. THE APPLICATION AND THE SERVICES, INCLUDING ANY RESULTS OR OUTPUT DERIVED FROM THE USE OF THE APPLICATION AND THE SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE”, AND THE COMPANY MAKES NO WARRANTY OR REPRESENTATION, WHETHER EXPRESS OR IMPLIED (WHETHER BY LAW, STATUTE OR OTHERWISE), INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, COMPLETENESS, RELIABILITY, ACCURACY OF THE SERVICES OR THE APPLICATION AND ANY INFORMATION AND RESULTS THAT MAY BE DERIVED THEREFROM, OR NON-INFRINGEMENT OF APPLICABLE LAWS AND REGULATIONS. THE COMPANY MAKES NO WARRANTY THAT THE APPLICATION AND THE SERVICES, WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE APPLICATION IS FREE OF VIRUSES OR BUGS. THE ENTIRE RISK AS TO THE USE, QUALITY AND PERFORMANCE OF THE APPLICATION AND THE SERVICES, INCLUDING ANY RESULTS OR OUTPUT DERIVED FROM THE USE OF THE APPLICATION AND THE SERVICES, LIES WITH YOU.

5.2. You hereby acknowledge and agrees that the Application operates on or with services, applications and programs operated or provided by third parties (“Third Party Services”). The Company is not responsible for the operation of any Third Party Services nor the availability or operation of the Application to the extent such availability and operation is dependent upon Third Party Services. You are responsible for procuring any and all rights necessary for to access Third Party Services and for complying with any applicable terms or conditions thereof. The Company does not make any representations or warranties with respect to Third Party Services or any third party providers. Any exchange of data or other interaction between you and a third party provider is solely between you and such third party provider and is governed by such third party’s terms and conditions.

6. Limitations of Liability

6.1. You agree that you are free to choose whether to use the Services and do so at your sole option, discretion and risk.

6.2. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE APPLICATION AND/OR THE SERVICES HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL COMPANY’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF ONE THOUSAND DOLLARS ($1,000.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

6.3. You confirm that the Company shall not be liable to you or any third party for any modification to, suspension of or discontinuance of the Application or the Services.

7. Term and Termination

7.1. This Agreement is effective until terminated by the Company or you by terminating your use of the Application. The Company, in its sole discretion, has the right to terminate this Agreement or your access to the Application, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of this Agreement), without giving notice of termination to you. Upon termination of these Terms, you shall cease all use of the Application.

7.2. Upon any termination, (a) the rights granted to you in this Agreement will end; (b) you shall stop using the Application. This Section 9 and Section 2 (Proprietary Rights), 6 (No Warranty, Disclaimers), 7 (Limitation of Liability), 10 (Indemnification), and 11 (Governing Law) and 12 (General ) shall survive termination of these Terms.

8. Indemnification

To the extent permitted by law, you will defend, indemnify and hold the Company, its officers, employees, agents or suppliers harmless from any and all claims, demands, losses, liabilities and expenses (including costs and attorneys’ fees) made by any third party due to or arising out of (i) your use of the Application, (ii) your violation of this Agreement, or (iii) your violation of any applicable law or the rights of any third party including without limitation any copyright, property, publicity or privacy right. The foregoing indemnification undertakings will survive any termination of these Terms or termination of your use of the Application.

9. Governing Law

9.1. This Agreement and the relationship between the parties shall be governed by, and interpreted in accordance with, the applicable laws of the State of New York.

9.2. Any dispute between the parties which is related to this Agreement, or the Application shall be brought exclusively to the courts of State of New York.

10. General

10.1. If any part of this Agreement shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed to be severable from the rest of this Agreement and shall not affect the validity and enforceability of any of the remaining provisions of this Agreement. In such cases, the part deemed invalid or unenforceable shall be construed in a manner consistent with applicable law to reflect, as closely as possible, the original intent of the parties.

10.2. No waiver by us of any terms of this Agreement shall be construed as a waiver of any preceding or succeeding breach of any terms of this Agreement.

10.3. Unless otherwise expressly stated, nothing in this Agreement shall create or confer any rights or any other benefits to third parties.

10.4. Nothing in this Agreement shall be construed as creating any agency, partnership, trust arrangement, fiduciary relationship or any other form of joint enterprise between you and the Company.

10.5. This Agreement contains the entire agreement between the Company and you relating to your use of the Application and the Services and supersedes any and all prior agreement between the Company and you in relation to the same.

10.6. The Company reserves the right to transfer, assign, sublicense or pledge this Agreement, in whole or in part, in the event of a reorganization of the corporate group in which the Company exists or in the event of a merger, sale of assets or other similar corporate transaction in which the Company may be involved in.

10.7. You may not transfer, assign, sublicense or pledge in any manner whatsoever any of your rights or obligations under this Agreement.

10.8. If you have any questions, complaints or comments about us or the Application, please contact us via email [email protected]