By registering for, accessing and/or using the i-medicus Corp (“I-Medicus”, “us”, or “we”) telehealth platform within the I-Medicus website (the “Website”) and/or mobile application (the “Mobile App”) (collectively, the “Services”), you agree to the terms of this Provider Terms of Service (“Terms of Service” or this “Agreement”). You represent and warrant that you are at least eighteen (18) years of age and have full authority to bind the person/entity listed in the I-Medicus registration form (“Account Owner”, “you”, or “your”) to the Terms of Service. These Terms of Service are a binding contract between the Account Owner and I-Medicus. These Terms of Service shall govern your use of the Services and your rights and obligations regarding the data stored by us. By registering for an Account, accessing, using, or downloading the Mobile App and/or Website, or any goods, materials, or content from the Mobile App and/or Website, you agree to follow and be bound by the terms and conditions contained herein. If you do not agree to be bound by these Terms of Service and/or you do not have the authority as provided herein, you may not and shall not register for, access, or use the Services.
You must establish an account with I-Medicus through which you will be able to access the telehealth platform within the Website and Mobile App (“Account”). You agree to provide accurate, current, and complete information about you and to update the information provided as necessary.
By accepting these Terms of Service, you agree to submit all identification documents that may be requested by I-Medicus as a condition of utilizing the Services. You agree to provide only true and accurate identification documentation to I-Medicus or its third party services providers, as requested by I-Medicus.
Any violation by you of these Terms of Service may result in immediate suspension or termination of your Account at I-Medicus’s sole discretion.
I-Medicus reserves the right to add, modify, discontinue, or eliminate aspects, features, or functionality of the Services from time to time for any reason, at its sole discretion.
On occasion, I-Medicus may need to interrupt or suspend your access to the Services, with or without prior notice to you, for maintenance purposes. You agree that I-Medicus is not liable for any consequences associated with such interruption or suspension of your access to the Services.
You acknowledge I-Medicus’s ownership of all right, title and interest in and to the Services (except for the data you upload to it), including all trademarks and service marks, logos, trade names, copyrights associated with the Website, the Mobile App, any of its marketing materials, and all associated goodwill (“Intellectual Property”) and agree that you shall not acquire any rights in I-Medicus’s Intellectual Property. I-Medicus hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited, revocable license to access and use the Services as set forth in these Terms of Service. You shall not: (1) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise make available to any third party the Services; or (2) modify or make derivative works based upon the Services in any way.
You may terminate this Agreement by deleting your Account at any time for any reason. Upon deletion of your Account, I-Medicus shall have no further obligation or liability to you. Upon termination, the license granted by I-Medicus to access and use the Services will automatically terminate.
The following terms will survive any termination of this Agreement: Sections 3, 4, 8, 11, and 12 through 20.
a. Patient Data. In providing the Services, we will not retain, sell, use, or disclose the data, including any patient data, that you provide to us, except for the purpose of performing our obligations under these Terms of Service.
b. Protected Health Information. We will not use Protected Health Information (“PHI”), as that term is defined in 45 C.F.R. § 160.103, in a manner that is not permitted by these Terms of Service, the I-Medicus Business Associate Agreement, or that is prohibited by applicable law, including, but not limited to, the Health Insurance Portability and Accountability Act of 1996 and its implementing regulations as amended from time to time (“HIPAA”). You and I-Medicus agree to be bound by the terms and conditions of the I-Medicus Business Associate Agreement, which is incorporated herein by reference.
c. Account Owner’s Obligation to Comply with Applicable Privacy and Data Protection Laws. It is your responsibility to comply with all applicable privacy and data protection laws and to ensure that you have provided all required notices and obtained all necessary consents from your patients using the Services. You are further responsible for ensuring that your patients have agreed to the collection of their data, including their PHI, and the access of their data by you, by us, and other third parties, as applicable.
d. Legal Requests. In the event that we receive a subpoena, court order, or other legal request compelling disclosure of any of your patients’ data, including PHI, or any of your data, we will notify you of the existence of such legal request prior to disclosing the PHI or other data, unless we are ordered not to do so by a court of competent jurisdiction, requested not to do so by law enforcement, or such notification would violate an applicable law or regulation.
You agree to defend, indemnify, and/or hold harmless I-Medicus, its officers, directors, shareholders, employees, and agents from all damages, liabilities, claims, and expenses, including, without limitation, attorneys’ fees and costs, arising from: (1) any breach or alleged breach by you of these Terms of Service; (2) claims, losses, and causes of action asserted by any users of the Services (including your patients); or (3) your acts, omissions, or use of the Services, including, without limitation, your negligent, willful, or illegal conduct.
In no event shall I-Medicus or any of its officers, directors, shareholders, employees, and agents be liable to you or to any third party for any SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY CHARACTER, IRRESPECTIVE OF WHETHER CLAIMS OR ACTIONS FOR SUCH DAMAGES ARE BASED UPON CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER REMEDY AT LAW OR EQUITY (INCLUDING WITHOUT LIMITATIONANY DAMAGES FOR LOST DATA OR LOST PROFITS), WHETHER ARISING OUT OF OR IN CONNECTION WITH A THIRD PARTY CLAIM OR OTHERWISE.
I-MEDICUS PROVIDES THE SERVICES STRICTLY ON AN “AS IS” BASIS, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.
Your use of the Services does not make you an I-Medicus employee. In addition, no agency, partnership, or joint venture is intended or created by this Agreement. There are no third party beneficiaries, intended or implied, under this Agreement.
You may not assign this Agreement or your Account without our prior written consent. You may not transfer or sublicense any licenses granted by I-Medicus in this Agreement without our prior written consent. We may assign this Agreement, in whole or in part, and all related rights, licenses, benefits, and obligations, without restriction, including the right to sublicense any rights and licenses under this Agreement, without your consent.
The validity, performance, and construction of this Agreement will be governed and interpreted in accordance with the laws of Connecticut, without giving effect to conflict of law principles. Any controversy or claim arising from or relating to this Agreement will be adjudicated exclusively by a court located in Connecticut.
The agreements, understandings, and policies referenced in this Agreement set forth the entire agreement and understanding between you and I-Medicus with respect to the subject matter hereof and supersedes any prior or contemporaneous agreements or understandings. I-Medicus reserves the right to amend this Agreement, effective immediately, at any time, upon notification to you. If any future change is unacceptable to you, you should discontinue using the Services, as your continued use of the Services will indicate your acceptance to this Agreement and any changes made to it.
If any portion of this Agreement, or application thereof to any person or circumstance, is held legally invalid, the remainder will not be affected and will be valid and enforced to the fullest extent permitted by law and equity.
I-Medicus may provide notice to you in the following ways: (1) through the Mobile App and/or the Website; (2) by e-mail at the e-mail address associated with your Account; and/or (3) by written mail communication to you at the address associated with your Account. You must submit all notices required under this Agreement to: email@example.com.