Terms of Service

Last Updated Date: May 1, 2013

Claris Healthcare Inc. (“Claris Healthcare” or “we”) provides an online service to help family, friends and caregivers communicate, organize, store and manage information related to the care of parents, loved ones and other third parties through our system (the “Claris Companion Services”) including our website accessible at console.clariscompanion.com (the “Site”) and Claris Companion device (the “Claris Companion”). Please read carefully the following terms and conditions (“Terms”) and our Privacy Policy, which is incorporated by reference into these Terms. These Terms govern your access to and use of the Site, Claris Companion Services and Collective Content (defined below), and constitute a binding legal agreement between you and Claris Healthcare.

Key Content-related Terms

“Member Profile” means a collection of Member Content related to the care of a specific individual or group of individuals.

“Content” means text, graphics, images, software, audio, video, information or other materials.

“Claris Companion Content” means Content that Claris Healthcare makes available through the Claris Companion Services including any Content licensed from a third party, but excluding Member Content.

“Coordinator” means a person who completes Claris Healthcare’s account registration process, as described under the “Account Registration” section below.

“Member Content” means Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Claris Companion Services.

“Collective Content” means, collectively, Claris Companion Content and Member Content.

 

We understand that content related to the care of family, parents, loved ones and other third parties  is sensitive and private in nature. If you choose to share access to a member profile with any third party via the Claris Companion Services, please note that such third party will be able to access, view, share, distribute and download the content contained in such member profile, without restriction, and will also be able to upload content to the member profile that can be accessed, viewed, shared, distributed and downloaded within and from such member profile. Accordingly, we recommend that you protect your private and sensitive information and consider carefully which third parties you permit to access your member profiles.

Please note that you, and not Claris Healthcare, are responsible for maintaining and protecting your member content. Claris Healthcare will not be liable to you for any loss or corruption of your member content, including, but not limited to, any content contained in member profiles, or for any costs or expenses associated with backing up or restoring any of your member content. In addition, the Claris Companion Services are not intended to provide medical information or replace the advice of a healthcare professional. Any content posted via the Claris Companion Services should be designed to support, not replace, the relationship that exists between a member and his or her physician or healthcare professional. All members are responsible for monitoring the member content uploaded or added to their member profiles, whether such member content is uploaded by the member or by third parties.

Certain areas of the Site (and your access to or use of certain aspects of the Claris Companion Services or Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Claris Companion, Claris Companion Services or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Claris Companion, Claris Companion Services or Collective Content, as applicable.

You acknowledge and agree that, by accessing or using the Claris Companion Services, or by downloading, uploading or posting any content from or on the Site or through the Claris Companion Services, you are indicating that you have read, and that you understand and agree to be bound by, these terms, whether or not you have registered via the Site. If you do not agree to these terms, then you have no right to access or use the Site, Claris Companion Services or Collective Content.

If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

Modification

Claris Healthcare reserves the right, at its sole discretion, to modify, discontinue or terminate the Claris Companion Services or to modify these Terms, at any time and without prior notice. If we modify these Terms we will post the modified Terms and alert you to the modified Terms on the Site or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Claris Companion Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and Claris Companion Services.

Eligibility

The Site and Claris Companion Services are intended solely for persons who are 13 or older. Any access to or use of the Claris Companion Services by anyone under 13 is expressly prohibited. By accessing or using the Claris Companion Services you represent and warrant that you are 13 or older.

Using the Claris Companion Services

You can use the Claris Companion Services to help organize, store, manage, access, view and share information related to the care of family members, loved ones or other third parties, or your own care, whether you are the creator of a Member Profile or you access a Member Profile created by a third party via the Claris Companion Services. Through the Claris Companion Services, you can (i) upload Member Content related to care of a family member, loved one or other third party, or your own care, to create a Member Profile; (ii) utilize tools and other features of the Claris Companion Services to organize and manage such Member Profiles and (iii) share access to your Member Profiles with other Members to help manage care among multiple caregivers. As noted above, any individuals with whom you choose to share access to a Member Profiles will be able to access, view, share, download and distribute all Member Content contained in such Member Profile and upload their own Member Content which will then be available to be accessed, viewed, shared, downloaded and distributed via the applicable Member Profile. Accordingly, we recommend that you consider carefully before inviting third parties to access any of your Member Profiles.

Account Registration

In order to access certain features of the Claris Companion Services, including to (i) create and manage a Member Profile and (ii) post any Member Content through the Claris Companion Services, you must register to create an account (“Account”) and become a Member. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Claris Healthcare reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. Your will be asked to create a password when you create your Account. Claris Healthcare does not have access to your passwords and if you forget your password you will be asked to create a new one. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Account, whether or not you have authorized such activities or actions. You will immediately notify Claris Healthcare of any unauthorized use of your Account.

Payment Terms

Except when a Member chooses to create one or more Member Profiles, Claris Healthcare makes the Claris Companion Services available to Members without charge. If a Member chooses to create one or more Member Profiles, such Member will be able to use the Claris Companion Services only if such Member (i) is using the Claris Companion Services during a Free Trial (defined below) or (ii) has made a payment to Claris Healthcare in the amount of the monthly subscription fees for creation of one or more Member Profiles (“Subscription Fees”) or (iii) has purchased a “Lifetime Subscription” or (iv) has otherwise paid Claris Healthcare for use of the Claris Companion Services, depending on the payment options made available by Claris Healthcare to its Members. More information about Subscription Fees is available on our Pricing page.

If you have purchased a Lifetime Subscription, you are not required to pay any additional monthly fees for use of your Claris Companion with the Member account to which it is originally assigned.  Transfer of the Lifetime Subscription to a new Member is prohibited.  A Lifetime Subscription includes basic service and operation of the Claris Companion and does not automatically include additional features and functions that may be offered by Claris at additional extra charge.  Should you choose to add new features or functions to your Claris Companion as they may be offered by Claris from time to time, additional charges may apply. 

Please note that if you are invited to access a Member Profile that is created by another Member, you will not be responsible for any Subscription Fees related to such Member Profile. However, if as a Member, you choose to create one or more Member Profiles, after the Free Trial (defined below), you will be responsible for, and you agree to pay to Claris Healthcare, the Subscription Fees related to any Member Profiles you create via the Claris Companion Services. Accordingly, if your only use of the Claris Companion Services is to access to one or more Member Profiles created by other Members, you will have no payment obligation to Claris Healthcare related to your use of the Claris Companion Services.

As a Member, if you choose to create one or more Member Profiles, Claris Healthcare may, at their choosing, enable you to use the Claris Companion Services without charge for a period determined by Claris Healthcare from the date create your first Member Profile (the “Free Trial”). Your Account will automatically terminate at the end of the Free Trial unless you select the option to continue using the Claris Companion Services, which option will be presented to you before the end of the Free Trial.

In connection with your creation of one or more Member Profiles via the Claris Companion Services, you will be asked to provide customary billing information such as name, billing address and credit card information to a third party payment processor. You agree to pay Claris Healthcare for your use of the Claris Companion Services in accordance with these Terms and you hereby authorize the collection of such amounts by charging the credit card provided by you, by Claris Healthcare’s third party online payment processor. When you are directed to Claris Healthcare’s third party payment processor, you may be subject to terms and conditions governing use of that third party’s service and that third party’s personal information collection practices. Please review such terms and conditions and privacy policy before using the services. The entire Subscription Fee will be payable in advance. All Subscription Fees are non-refundable and non-transferable except as expressly provided in these Terms. All fees and applicable taxes, if any, are normally payable in United States dollars unless otherwise indicated during the payment process.

If for any reason you have not paid the Subscription Fees due and owing for your use of the Claris Companion Services, your access to the Claris Companion Services may be terminated or, in our sole discretion, we may enable you to access and view your Member Content in read only form, for a period of time not to exceed one (1) year, in order to enable you to pay the Subscription Fees due and resume your use the Claris Companion Services.

Please note that your ability to use the Claris Companion Services pursuant to the monthly subscription fees will automatically renew each month unless you notify Claris Healthcare of your desire to terminate your use of the Claris Companion Services before the end of the current monthly term. Consequently, you agree to pay Claris Healthcare the subscription fees on a monthly basis and you authorize Claris Healthcare or its third party payment processors to charge your credit card on the day of each month the subscription fees were initially paid by you to Claris Healthcare for your use of the Claris Companion Services. You may cancel your use of the Claris Companion Services by contacting Claris Healthcare at accounts@clariscompanion.com.

Privacy

See Claris Healthcare’s Privacy Policy for information and notices concerning Claris Healthcare’s collection and use of your personal information.

Ownership

The Site, Claris Companion, Claris Companion Services and Claris Companion Content are protected by copyright, trademark, and other laws of Canada, the United States and foreign countries. You acknowledge and agree that the Site, Claris Companion Services and Claris Companion Content, including all associated intellectual property rights, are the exclusive property of Claris Healthcare and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Claris Companion Services or Claris Companion Content..

Licenses Granted by Claris Healthcare to Claris Companion Content and Member Content

Subject to your compliance with the terms and conditions of these Terms, Claris Healthcare grants you a limited, non-exclusive, non-transferable license to view, download and print any Claris Companion Content solely for your personal and non-commercial purposes. In addition, only if you are invited to share access to a Member Profiles by the Member(s) who created such Member Profiles, subject to your compliance with the terms and conditions of these Terms, Claris Healthcare grants you a limited, non-exclusive, non-transferable license to view, download and print Member Content contained in the Member Profile to which you are provided access. You have no right to sublicense the license rights granted in this section.

You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, download, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Claris Companion Services or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Claris Healthcare or its licensors, except for the licenses and rights expressly granted in these Terms.

License granted by Member

We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Claris Companion Services, you hereby grant to Claris Healthcare a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense to third parties with whom you choose to share access to one or more of your Member Profiles, to access, use, view, copy, adapt, reformat, download, distribute, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such Member Content only on, through or by means of the Claris Companion Services and for the limited purpose of making such Member Content available to you and the third parties with whom you choose to share access to one or more of your Member Profiles via the Claris Companion Services. Claris Healthcare does not claim any ownership rights in any Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any Member Content.

You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Claris Companion Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Claris Companion Services or you have all rights, licenses, consents and releases that are necessary to grant to Claris Healthcare the rights in such Member Content, as contemplated under these Terms, including the provision to Claris Healthcare of Personal Information (as defined in the Claris Healthcare Privacy Policy) about third parties as part of Member Content, including, in particular, the third parties who are the subject of the more Member Profiles); and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Claris Healthcare’s use of the Member Content (or any portion thereof) on, through or by means of the Claris Companion Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation, including the provision to Claris Healthcare of Personal Information about third parties including, in particular, the third parties who are the subject of the more Member Profiles, as part of Member Content.

Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Claris Companion Services (“Feedback”). You may submit Feedback by emailing us at accounts@clariscompanion.com, or via the Help and Feedback link on the Site. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

General Prohibitions

You agree not to do any of the following:

  • Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
  • Use, display, mirror or frame the Site, or any individual element within the Claris Companion Services, Claris Healthcare’s name, any Claris Healthcare trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Claris Healthcare’s express written consent;
  • Access, tamper with, or use non-public areas of the Site, Claris Healthcare’s computer systems, or the technical delivery systems of Claris Healthcare’s providers;
  • Attempt to probe, scan, or test the vulnerability of any Claris Healthcare system or network or breach any security or authentication measures;
  • Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Claris Healthcare or any of Claris Healthcare’s providers or any other third party (including another user) to protect the Site, Claris Companion Services or Collective Content;
  • Attempt to access or search the Site, Claris Companion Services or Collective Content or download Collective Content from the Claris Companion Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Claris Healthcare or other generally available third party web browsers;
  • Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
  • Use any meta tags or other hidden text or metadata utilizing a Claris Healthcare trademark, logo URL or product name without Claris Healthcare’s express written consent;
  • Use the Site, Claris Companion Services or Collective Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
  • Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Claris Companion Services or Collective Content to send altered, deceptive or false source-identifying information;
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Claris Companion Services or Collective Content;
  • Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site, or Claris Companion Services;
  • Collect or store any personally identifiable information from the Claris Companion Services from other users of the Claris Companion Services without their express permission;
  • Impersonate or misrepresent your affiliation with any person or entity;
  • Violate any applicable law or regulation; or
  • Encourage or enable any other individual to do any of the foregoing.

Claris Healthcare will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Claris Healthcare may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Claris Healthcare has no obligation to monitor your access to or use of the Site, Claris Companion Services or Collective Content or to review or edit any Collective Content, but has the right to do so for the purpose of operating the Site and Claris Companion Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Claris Healthcare reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that Claris Healthcare, at its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Claris Companion Services.

Copyright Policy

Claris Healthcare respects copyright law and expects its users to do the same. It is Claris Healthcare’s policy to terminate in appropriate circumstances Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Claris Healthcare’s Copyright Policy for further information.

Links

Certain Member Content may contain links to third-party webSites or resources. You acknowledge and agree that Claris Healthcare is not responsible or liable for: (i) the availability or accuracy of such webSites or resources; or (ii) the content, products, or services on or available from such webSites or resources. Links to such webSites or resources do not imply any endorsement by Claris Healthcare of such webSites or resources or the content, products, or services available from such webSites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such webSites or resources or the content, products, or services on or available from such webSites or resources.

Termination and Account Cancellation

If you breach any of these Terms, Claris Healthcare will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. Claris Healthcare reserves the right to revoke your access to and use of the Site, Claris Companion Services and Collective Content at any time, with or without cause. In the event Claris Healthcare terminates these Terms for your breach, you will remain liable for all amounts due hereunder. You may cancel your Account at any time by sending an email to accounts@clariscompanion.com.

Disclaimers

The Site, Claris Companion Services and Collective Content are provided “as is”, without warranty of any kind, either express or implied. Without limiting the foregoing, Claris Healthcare explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. Claris Healthcare makes no warranty that the Site, Claris Companion Services or Collective Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Claris Healthcare makes no warranty regarding the quality of any products, services or Collective Content available from or obtained through the Claris Companion Services or the accuracy, timeliness, truthfulness, completeness or reliability of any content obtained through the Claris Companion Services.

No advice or information, whether oral or written, obtained from Claris Healthcare or through the Site, Claris Companion Services or Collective Content, will create any warranty not expressly made herein.

Claris Healthcare is not responsible for any unauthorized access to or use of the servicers and/or any and all personal information, financial information or health information of or relating to the Member stored therein

 

Indemnity

You agree to defend, indemnify, and hold Claris Healthcare, its officers, directors, employees and agents; affiliates of Claris Healthcare; and service providers to Claris Healthcare harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Claris Companion Services or Collective Content, or your violation of these Terms.

Limitation of Liability

You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site, Claris Companion Services and Collective Content remains with you. Neither Claris Healthcare nor any other person or entity involved in creating, producing, or delivering the Site, Claris Companion Services or Collective Content will be liable for any direct, indirect, incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these terms or from the use of or inability to use the Site, Claris Companion Services or Collective Content, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not Claris Healthcare has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.

In no event will Claris Healthcare’s aggregate liability arising out of or in connection with these terms or from the use of or inability to use the Site, Claris Companion Services or Collective Content exceed the amounts you have paid to Claris Healthcare for use of the Site, Claris Companion Services or Collective Content, if you have made any payments to Claris Healthcare for use of the Site, Claris Companion Services or Collective Content, or one hundred dollars ($100), if you have not made any payments to Claris Healthcare for use of the Site, Claris Companion Services and Collective Content, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Claris Healthcare and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of Claris Healthcare used herein are trademarks or registered trademarks of Claris Healthcare. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Controlling Law and Jurisdiction

These Terms and any action related thereto will be governed by the laws of the Province of British Columbia, Canada without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights will be the provincial and federal courts located in the Province of British Columbia and each of the parties hereto waives any objection to jurisdiction and venue in such courts.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between Claris Healthcare and you regarding the Site, Claris Companion Services and Collective Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Claris Healthcare and you regarding the Site, Claris Companion Services and Collective Content.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Claris Healthcare’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Claris Healthcare may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Claris Healthcare: (i) via email (in each case to the address that you provide); or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

General

The failure of Claris Healthcare to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Claris Healthcare. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contacting Claris Healthcare

If you have any questions about these Terms, please contact Claris Healthcare at:

accounts@clariscompanion.com

Claris Healthcare Inc.
302 – 1233 Beach Ave
Vancouver, BC, V6E 1V4