The MAPflow user platform (the "Platform") and website, www.mapflow.ca (the "Site"), are owned by MAPflow, Inc. ("MAPflow", "Company", "we", "us", or "our")
Please read all terms carefully.
MAPflow may at any time, in our sole discretion, modify or revise this Agreement from time to time without notice and you agree to be bound by such modifications or revisions. Changes to the terms of this Agreement are effective immediately. It is your responsibility to review this Agreement periodically. Your continued use of or access to the Platform, Site and/or Materials following the posting of any changes to this Agreement constitutes acceptance of those changes and your continued agreement to abide by this Agreement. If you use the Platform and/or Materials in conjunction with other products or services, then the applicable terms for those other products or services will also apply.
IF YOU DO NOT AGREE WITH ONE OR MORE OF THESE TERMS, YOU ARE NOT AUTHORIZED TO USE THE PLATFORM AND SITE, YOU MAY NOT ACCESS OR USE THE PLATFORM AND/OR THE MATERIALS IN ANY CAPACITY, AND YOU MUST DISCONTINUE ALL USE OF THE PLATFORM AND SITE.
In consideration of the mutual promises and agreements contained in this Agreement and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), you and MAPflow agree as follows:
For the purposes of this Agreement:
- Health Service – any health care related service (as defined by relevant legislation) that is provided to a patient by a Health Service Provider, irrespective of whether that service is delivered through the MAPflow Platform and Services or by other means.
- Health Service Provider – any qualified and authorized provider of Health Services including but not limited to pharmacies and clinics contracting to make use of the Platform to deliver Health Services to Patients.
- Materials – information displayed on the Platform and Site, content made available through the Platform or the Site, imagery, and any other materials in which copyright may subsist.
- Patient – any individual who receives Health Services from a Health Service Provider.
- Patient Data – information about an identifiable Patient entered into the Platform by a Health Service Provider.
- Patient Representative – a person authorized to act on the patient's behalf to manage the patient's prescriptions and Health Services.
- Personal Health Information or PHI – means information about an identifiable individual that may be collected when you engage a Health Service Provider for a Health Service as such term is defined in applicable legislation such as the Personal Health Information Protection Act (Ontario) ("PHIPA") and any substantially similar privacy legislation.
- Personal Information or PI means information about an identifiable individual, including any "Personal Information" as such term is defined in the Personal Information Protection and Electronic Documents Act ("PIPEDA") and any substantially similar privacy legislation.
- Platform – the MAPflow user platform for Health Service Providers.
- Privacy – an individual's right to retain control over the collection, use and disclosure of their personal information and personal health information.
- Services – all services, except Health Services, made available by or through MAPflow, including but not limited to services accessed through the Platform or the Site.
- Site – means www.mapflow.ca and its related webpages.
- Subscribers – a Health Service Provider who registers an account with the MAPflow Platform.
- User Generated Content (UGC) – any Content whatsoever that you submit, create, upload, transfer, or otherwise make available by access to the Site or through the Services, including but not limited to messages, information, comments, feedback, images, data or in-media screenshots, videos, audio or other Content posted in any public or private area within the Site or through the Services.
3. PURPOSE AND SERVICES
The Platform is made available to you for the purpose (the "Purpose" or "Purposes") of facilitating the assessment of minor ailments by Health Service Providers with the understanding that the Health Service Providers will use the Platform and/or the Materials for their Patients with the Patient's express consent and are therefore permitted to enter the Patient Data for the purposes of using the Platform, to share the results, reports, and other Materials generated by the Platform with the appropriate Patients under their own responsibility, professional expertise, and as they feel appropriate, and in compliance with applicable laws, in accordance with the terms of this Agreement.
Health Service Providers may subscribe to the Platform to access the Services for the provision of Health Services for Patients that consent to the use of this Platform.
4. SERVICES ARE NOT A SUBSTITUTE FOR MEDICAL ADVICE
The Platform is a web-based platform that facilitates the assessment of minor ailments by authorized Health Service Providers. The Platform is not a medical device and is not a replacement for Health Service Providers or professional expertise.
MAPflow provides Subscribers with relevant information based on Patient Data entered into the Platform by the Subscriber and the selections made by the Subscriber. Any use of the Platform and/or Materials requires your own clinical judgment and is your sole responsibility.
You acknowledge and agree that MAPflow does not provide any medical advice, diagnosis or treatment, and that no pharmacy-patient relationship nor physician-patient relationship exists between MAPflow and you or any Patient as a result of your use of the Platform and Site. MAPflow neither performs nor employs individuals to perform Health Services. MAPflow encourages you to consult with your Health Service Provider regarding all health-related issues.
5. ACCEPTANCE AND MODIFICATION OF TERMS
The Services, Platform and Site are offered subject to acceptance of all the terms and conditions contained in this Agreement. MAPflow reserves the right to modify or replace the Agreement at any time, in our sole discretion without notice and you agree to be bound by such modifications or revisions. Changes to the terms of this Agreement are effective immediately.
It is your responsibility to review this Agreement periodically.
6. ACCOUNT AND REGISTRATION
Use of the Platform is restricted to Subscribers who set up an account ("Account") with MAPflow and pay the annual subscription fee ("Annual Fee"). You agree to provide relevant and accurate information when setting up your Account including your first name, last name, and other names that identify you, your email address, your address, including billing address, your telephone number, professional licensing details, and any other data or information that has been requested by MAPflow and provided by you to MAPflow ("Account Information"). You understand that failing to provide current, complete, truthful and accurate information could expose you to civil and criminal liability.
Once you have set up your Account, you agree to keep your login credentials, including username and password, for your Account ("Login Credentials"), secure and confidential. Use of the Platform and/or the Materials through your Account is your responsibility. You must not allow access to the Platform by any third party using your Login Credentials and Account Information, however MAPflow agrees and acknowledges that you may designate a single employee or agent to use the Platform on your behalf and in accordance with the terms of this Agreement.
You agree to notify MAPflow immediately of any unauthorized use of your Login Credentials or Account or any other breach of security. You will be held liable for any and all direct or indirect damages arising from any and all activity conducted on this Platform or Site that can be linked or traced back to your Account and/or Login Credentials.
7. ACCOUNT SUBSCRIPTION AND PAYMENT
Subscriber Accounts shall be charged the Annual Fee to access the Platform and Materials.
We partner with third party service providers and vendors to provide access to payment gateways and your credit card, banking, and other billing information is kept with our third-party payment processor:
It is your responsibility to ensure all payments due are made promptly and processed with Stripe, Inc. to ensure access to your Account.
MAPflow, at its sole discretion, may issue refunds to applicable Subscribers prior to first use of the Platform.
8. TERM & TERMINATION
Subject to the termination provisions set out herein, the Agreement shall commence when the Subscriber registers for an Account and shall continue for one year. Following the first year, this Agreement shall automatically renew for successive terms of one (1) year each, subject to the Subscriber continuing to pay the yearly subscription fee to maintain their Account access.
9. PERMITTED USES
Provided you comply with all the terms and conditions of this Agreement, MAPflow grants you a non-exclusive, non-transferable, and revocable license for access to and use of the Platform and/or the Materials for only and in accordance with the Purposes. The above-described license is effective for the term of this Agreement.
Your use of this Platform shall comply with all applicable laws. You agree to obtain Patient's consent prior to the use of the MAPflow Platform and using its Services. You agree to take all required steps to verify the Patient Data you enter onto the Platform in accordance with your professional obligations and all applicable privacy and health privacy laws.
10. PROHIBITED USES
For greater clarity, you must not:
- sell, download, print, distribute, reproduce, rent, modify, adapt, reverse engineer, translate, make available to anyone other than you, or otherwise distribute copies of the Platform and/or the Materials. This does not apply to sharing printed results, reports, and other materials of individual Patients generated by the Platform with the appropriate Patients under your discretion and sole responsibility, as you deem appropriate;
- include the Platform and/or the Materials as a component of a commercial product or use the Platform and/or the Materials for performing research (whether commercial, or non-commercial, funded or non-funded) or other non-personal uses;
- publicly perform or display the Platform and/or the Materials, including making the Platform and/or the Materials available for download to anyone else on any computer system or network using your Login Credentials. This does not apply to sharing printed results, reports, and other materials of individual Patients generated by the Platform with the appropriate Patients under your discretion and sole responsibility, as you deem appropriate
- remove or obscure any copyright, trademark or other proprietary notices from the Platform and/or the Materials;
- otherwise use the Platform and/or the Materials on behalf of any third party, with the exclusion of Patients under your care as appropriate;
- use the Website and/or the Materials to create, develop, distribute or market any product, application or service that is competitive to MAPflow and/ or its affiliates (to be determined at MAPflow's sole discretion);
- must not misuse the Platform by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful;
- attempt to gain unauthorized access to the Platform, the server on which the Platform and/or Materials is stored, or any server, computer or database connected to the Platform and/or Materials;
- permit any third party that is not a Subscriber to access and use your Account;
- share, transfer, or otherwise provide access to your Account to another person;
- use the Platform to transmit information that may infringe upon or misappropriate someone else's trademark, copyright, or other intellectual property, or that may be unlawful;
- defame, abuse, harass, stalk, or threaten others; or
- use the Platform and/or the Materials in any manner that makes the Platform and/or the Materials available to any third party, in whole or in part, with use of your own credentials.
11. USER GENERATED CONTENT
MAPflow may provide you with the ability to submit User Generated Content to the Platform and/or Site.
By submitting User Generated Content to the Platform and/or Site, you hereby grant MAPflow a non-exclusive, irrevocable, royalty free, worldwide, and perpetual license to use your User Generated Content for the intended purposes of the Platform and Site and any purpose related thereto, including, without limitation, to reproduce, prepare derivative works, distribute copies, store, perform, display, and use any of the User Generated Content. You agree to waive all rights in and to your User Generated Content across the world, whether you have or have not asserted rights in or to your User Generated Content. By submitting User Generated Content to the Platform and/or Site, you further agree to waive all rights of publicity or privacy with respect to the User Generated Content submitted. You warrant that any User Generated Content that you submit to the Website or Application will not violate the rights of third parties, including, but not limited to, trademarks, copyright, and rights of publicity and privacy, or violate any applicable law, statute, ordinance, treaty, or regulation, whether local, state, provincial, national, or international.
MAPflow reserves the right, but has no obligation, to report to law enforcement any User Generated Content at any time and for whatever reason, in its sole and absolute discretion.
12. INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION
You acknowledge that MAPflow owns all right, title and interest in and to the copyright and all other intellectual property rights in the Platform, the Site, including, but not limited to, Materials, questions, results, or other content that is displayed or provided by the Platform, including any aggregated Non-Personal Information ("Intellectual Property").
MAPflow does not grant you any ownership interest in the Intellectual Property, Platform, and/or the Materials and only grants you permission to access and use the Intellectual Property, Platform and/or the Materials in accordance with the terms of this Agreement. No rights, title or interest in or to any trademark or other Intellectual Property owned by MAPflow is granted to you under this Agreement.
By accessing and using the Platform, you may have access to proprietary and confidential information including but not limited to any Personal Information or Personal Health Information belonging to a Patient or Health Service Provider whether they be in written, graphic or oral form, that are now or hereafter owned, licensed or otherwise acquired by MAPflow, or our clients, suppliers and others (which proprietary and confidential information is collectively referred to in this Agreement as "Confidential Information"). You agree to not disclose or use or make or retain in your possession or control copies of any Confidential Information, except in the course of carrying out activities that are permitted under this Agreement.
You may use or disclose Confidential Information that is or becomes: (a) public, other than through a breach of this Agreement; (b) known to you prior and with respect to which you do not have any obligation of confidentiality; or (c) required to be disclosed by law, whether under an order of a court or government tribunal or other legal process, provided that you inform us of such requirement as soon as you become aware of the requirement and in sufficient time to allow us to take such steps as are lawfully available to MAPflow to avoid or limit such disclosure.
Upon request at any time, and upon the cessation for any reason whatsoever of the Engagement, you will immediately deliver to us (or destroy, as directed), all originals and all copies of the Confidential Information, in whatever medium or form, that is then in your possession, custody or control.
You agree to treat all Materials displayed on or made available through the Platform as Confidential Information.
13. THIRD PARTY CONTENT/SITES AND LINKS
The Platform and Site may contain hyperlinks or references to third-party websites that are not owned by MAPflow. Even if MAPflow is affiliated with the third party who owns the linked website, MAPflow does not have control over and accepts no responsibility for any content, materials, or information contained therein, or for their operation or lack thereof. Hyperlinks or references are provided for your convenience only. Any hyperlink is the sole responsibility of the owner or operator of the linked website and MAPflow shall not be liable for any losses or damages arising out of your use of any such link.
Any third-party websites or services accessed from the Platform or Site are subject to the terms and conditions of those websites and/or services. You are responsible for identifying and understanding those terms and conditions and complying with them. Third party trademarks or other indicia appearing on the Platform or Site are owned by their respective owners. Any unauthorized use of such trademarks is strictly prohibited.
You acknowledge that the Platform and Materials may include content that is owned by third parties ("Third Party Content"). MAPflow is not responsible, and assumes no liability, for any Third Party Content. Without limiting the generality of the foregoing, MAPflow uses the following Third Party Content on the Platform:
14. SUBSCRIBER REPRESENTATIONS AND WARRANTIES
You hereby represent and warrant that:
- you shall fully comply with all terms and conditions as set out under this Agreement;
- you are duly qualified and have the necessary credentials, certifications, skills and training to be an authorized Health Service Provider and to deliver Health Services;
- you shall adhere to all professional obligations with regards to exercising a high degree of standard of care and industry standards;
- you shall use and access the Platform in the course of delivering Health Services in full compliance with all applicable statutes, laws, ordinances, and regulations, other licenses, business permits, certificates required;
- you are not a party to any agreements or arrangements, whether written or oral, which would prevent you from fulfilling your obligations under this Agreement;
- you have the right and ability to enter into this Agreement and to be bound by its terms; and
- you are wholly responsible for complying with and submitting the requisite filings and payments under applicable federal, provincial, municipal or local law.
15. ELECTRONIC COMMUNICATIONS
When you visit the Site, Platform, or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. It is your responsibility to ensure you provide an up-to-date and accurate email address regarding electronic communications.
If you have opted-in to receive marketing communications from us, we may send you promotional offers from time to time. You may unsubscribe at any time by clicking the unsubscribe link at the bottom of the message. This prevents any promotional emails from being sent to you unless you explicitly request that we re-add you to a promotion list.
In this Agreement, "Personal Information" means any information about an identifiable individual, such as your first name, last name, and other names that identify you, your email address, your address, including shipping address and billing address, your telephone number, professional licensing details, educational background, work experience, and any other information that identifies who you are. "Personal Health Information" means identifying information about an individual in oral or recorded form, if the information relates to the physical or mental health of the individual, including information that consists of the medical history of the individual and the individual's family, and is consistent with the definition as set out in relevant privacy and health privacy legislation.
You agree and acknowledge that:
- you have appropriately informed your Patients and obtained consent where mandated by applicable regulations regarding uploading Patient Data required by the Platform, prior to entering Patient Data onto the Platform;
- you shall be truthful and accurate when submitting Patient Data onto the Platform with regards to obtaining and maintaining Patient consent to the use and access of MAPflow's Platform and Services; and
- you shall adhere to your professional obligations with regards to privacy and data practices under applicable privacy and health information laws.
Patients retain the right to withdraw their consent at any time with notice to the Health Service Provider. The Health Service Provider agrees to immediately inform MAPflow regarding such withdrawal of consent by Patients.
In the event that you save, print, fax, or transmit copies of PI or PHI from the Platform ("Downloaded Information"), you are responsible for maintaining the privacy and security of this information. MAPflow will not be liable for loss, theft, or any consequences arising from misuse of Downloaded Information.
Any Non-Personal Information placed on the Platform or otherwise provided to or designated as Non-Personal Information, in which all personal identifiers have been removed, such that the information could not reasonably be used to identify the individual, is not considered Personal Information or Personal Health Information. MAPflow is under no obligation to refrain from reproducing, publishing or otherwise using this Non-Personal Information, and may use it, in any way or for any legitimate business purpose. You agree not to assert any ownership or other exclusive right of any kind over any Non-Personal Information (including, without limitation, copyright, trademark, patent, unfair competition, moral rights, or implied contract) and agree and acknowledge that MAPflow does not require a license from you to use Non-Personal Information.
17. COOKIES AND COMPUTER DATA
18. DISCLAIMER AND RELEASE
You expressly understand and agree that the Platform, Site, and Materials are provided on an "AS IS", "AS AVAILABLE" basis. To the maximum extent permitted by applicable law, MAPflow disclaims all representations, conditions, and warranties, express, legal, implied, or statutory, including the implied warranties or conditions of merchantability, quality, fitness for a particular purpose, durability, title, and non-infringement.
Without limiting the generality of the foregoing, to the maximum extent permitted by applicable law, MAPflow makes no representation, warranty, conditions, or guarantee regarding the reliability, timeliness, quality, suitability, or availability of the Platform and Materials, the accuracy, completeness or reliability of any information in the Platform and Materials, any Health Services provided by Health Service Providers or third-party providers, that the Platform and Site will continue to operate uninterrupted and error-free, and that the Platform, Site, or server(s) that make them available are free from viruses or other harmful components. MAPflow does not guarantee the quality, suitability, safety or ability of Health Service Providers and third-party providers. MAPflow does not guarantee the continued availability of the Platform and/or the Materials and may cease providing the Platform and/or the Materials at any time without notice. Should MAPflow cease providing the Platform and/or Materials, you acknowledge and agree that your access and use may cease immediately, without any forewarning or any notification to you.
You acknowledge and agree that the entire risk arising out of your use of the Platform, Site, and Materials, and any Health Services provided by you, remains solely with you.
To the maximum extent permitted by applicable law, neither MAPflow nor its affiliates is responsible for the fitness or conduct of any Health Service Provider or third-party provider or for any Health Services provided by any Health Service Provider or third-party provider. Neither MAPflow nor its affiliates will be liable for any claim, injury or damage arising in connection with the acts or omissions of any Health Service Provider or third-party provider.
MAPflow will not be responsible for any damage to your computer system or loss of data that results from your use of the Platform.
If you have a dispute with a Health Service Provider, Patient, or third-party provider, you agree to release MAPflow, including MAPflow's affiliates, and each of their respective directors, officers, employees, shareholders, affiliates, agents and third party contractors, suppliers and licensors (collectively the "Company Parties"), from any claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes.
THE PLATFORM AND THE SITE ARE NOT INTENDED TO COMMUNICATE MEDICAL OR PHARMACEUTICAL ADVICE AND/OR RECOMMENDATIONS. The Platform and Materials are provided solely and expressly for informational and educational purposes. We do not warrant or guarantee that the Platform and Materials, or information contained therein is correct or accurate. Errors or imprecision in the Platform and Materials, or information contained therein, cannot be completely excluded. The information provided on the Platform is NOT meant as a substitute for medical or pharmaceutical advice and should not deter or detract from the guidance, advice, diagnosis or treatment of a licensed medical or pharmaceutical professional or health care provider.
19. LIMITATION OF LIABILITY
THIS PROVISION APPLIES TO THE MAXIMUM EXTENT AS PERMITTED BY APPLICABLE LAW. Under no circumstances shall any of MAPflow or Company Parties, be liable to you, or to any other party, for any losses, costs or damages of any kind or nature whatsoever that are suffered or incurred in any connection with the use of (or the inability to use) the Platform, Site, Services, or any Content or Third Party Content (regardless of the form of action or theory of liability, including for breach of contract, tort, negligence, equity, strict liability, by statute or otherwise and regardless of the occurrence of a fundamental breach or failure of essential purpose) even if the Company Parties or any of them has been informed in advance or ought reasonably to have known of the possibility for such damages.
In no event whatsoever shall the Company Parties be liable for any special, exemplary, punitive, consequential, incidental or indirect damages of any kind or nature whatsoever, including without limitation any loss or damages in the nature of or relating to medical injury, personal injury, mental distress, wrongful death, improper diagnosis, inaccurate information, or improper treatment, that are suffered or incurred in any connection with the use of Platform or the provision of the Services (including in any connection with advice, programming, or any services rendered by Company, the transmission or downloading or storage of any data or submissions to or from the Platform or the use of, or reliance on, any Materials, Content or other information or data contained on or provided through the Platform or Site, or loss of or damage to files or data or any costs of recovering or reproducing any files or data or loss of use or lack of availability of Services or any business interruption or loss of revenue or profit or any other economic loss whatsoever) however caused and regardless of the form or cause of action and whether or not foreseeable, even if the Company Parties or any of them has been informed in advance or ought reasonably to have known of the possibility for such damages.
THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE AND USE OF THE PLATFORM, SERVICES, MATERIALS AND ANY PROVIDED SUPPORT IS ASSUMED BY YOU. MAPFLOW DOES NOT ACCEPT ANY RESPONSIBILITY FOR YOUR USE OF THE PLATFORM AND/OR THE MATERIALS, NOR FOR ANY RELIANCE WHICH YOU MAY PLACE ON ANY INFORMATION GIVEN IN CONNECTION OR DERIVED FROM THE PLATFORM AND/OR THE MATERIALS.
MAPflow shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond MAPflow's reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.
Nothing in this agreement is intended to exclude or limit any condition, warranty, right or liability which may not be lawfully excluded or limited. Accordingly, only those liability and other limitations which are lawful in the applicable jurisdiction will apply to you and our liability is limited to the maximum extent permitted by law.
THE TERMS AND CONDITIONS OF THIS AGREEMENT THAT LIMIT LIABILITY REFLECT AN INFORMED VOLUNTARY ALLOCATION OF RISK; SUCH ALLOCATION REPRESENTS A MATERIAL PART OF THIS AGREEMENT. YOU AGREE THAT THE LIMITATIONS OF LIABILITIES SET OUT IN THIS AGREEMENT ARE FAIR AND REASONABLE IN THE CIRCUMSTANCES AND THAT YOU AND MAPFLOW WOULD NOT HAVE ENTERED INTO THIS AGREEMENT BUT FOR THE APPLICATION OF THE PROVISIONS OF THIS AGREEMENT THAT LIMIT LIABILITY.
By using this Platform, you agree to defend, indemnify and hold harmless Company Parties from and against any and all damages (whether direct, indirect, incidental, consequential, punitive, or otherwise), losses, liabilities, claims, costs and expenses (including, without limitation, legal and accounting fees), alleging or resulting from any and all claims, including without limitation all acts of negligence, infringement and malfeasance, actions, demands, suits, and proceedings (whether before an arbitrator, court, mediator or otherwise) or investigation made by any third party relating to or arising out of your: (a) breach of this Agreement; (b) access to the Platform or use of the Services; and (c) provision of Patient Data, Personal Information, Personal Health Information, or other disclosure to MAPflow of any other information or data and the use of same by MAPflow as contemplated hereunder, except to the extent caused by MAPflow's willful misconduct or gross negligence.
WITHOUT LIMITING THE FOREGOING, YOU ASSUME ALL RESPONSIBILITY AND LIABILITY FOR ANY DECISION MADE IN CONCERT WITH THE USE OF THIS PLATFORM AND THE INFORMATION AND CONTENT THEREON.
MAPflow shall not provide insurance coverage of any kind to you. It is your responsibility to maintain any required insurance policies related to your professional requirements.
22. GOVERNING LAW
The Platform and the Services are administered by MAPflow from a site that is located in Ontario, Canada. You acknowledge and agree that your use of the Platform and all of the communications, transmissions and transactions associated with the Platform and the provision of the Services shall be deemed to have occurred in the Province of Ontario, Canada.
The Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of the Province of Ontario, Canada and the federal laws of Canada applicable therein, and that the law of the Province of Ontario is the proper law, without regard to conflict of laws rules or to private international law principles. The laws of any other jurisdiction shall not apply to this Agreement or the subject matter thereof.
By agreeing to this Agreement, you irrevocably consent to the exclusive jurisdiction of the Courts of the Province of Ontario with respect to all disputes arising out of or in connection with this Agreement or in respect of any legal relationship associated with or derived rom this Agreement and expressly waive any defense of personal and/or subject matter jurisdiction in those courts.
23. FORCE MAJEURE
24. ENTIRE AGREEMENT
Unless specifically stated otherwise, this Agreement, together with any applicable policies and any documents incorporated by reference herein, constitute the entire agreement between you and MAPflow as it relates to the access to, and use of, the Platform and Services and the subject matter and Purpose of this Agreement, and supersede all prior or contemporaneous agreements, proposals, proof of concepts, understandings, letters of intent, representations, negotiations, and discussions, whether written or oral, between MAPflow and you. Unless superseded by subsequent written agreement, this Agreement will continue to govern the relationship between you and MAPflow in respect of the matters contained herein.
25. ELECTRONIC DOCUMENTS
This electronic document, and all other electronic documents referred to or incorporated herein, will be: (a) deemed for all purposes to be a "writing" or "in writing", and to comply with all statutory, contractual, and other legal requirements for a writing; and (b) legally enforceable as a signed agreement. A printed version of this Agreement and any notice given in electronic form shall be admissible in judicial proceedings or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You agree to waive any right to object to the introduction of any copy of electronic communications in evidence.
26. REPRESENTATION OF AUTHORITY
You represent and warrant that you possess the legal authority to enter into this Agreement and that you will be responsible for your access and/or use of the Platform and the Materials. You are responsible for supplying any hardware (e.g. mobile device, computer) or software (e.g. device OS) necessary to access and/or use the Platform.
27. CONFORMANCE WITH LAW
In addition to complying with this Agreement, you agree to use the Platform and Services for lawful purposes only and in a manner consistent with all applicable local, national or international laws and regulations, including all privacy and laws related to Personal Information and Personal Health Information. The Platform and any Services shall not be used where, and to any extent, such use is prohibited by law. Your use of the Platform from any location is subject to your compliance with all applicable laws and regulations that may be applicable to you. You agree, and confirm, that your use of the Platform is in full compliance with the laws of the jurisdiction(s) to which you are subject, and that you are not prohibited from using the Platform due to any restriction whatsoever and that you have obtained all necessary licenses, certifications, qualifications, consents, and approvals required by law to perform Health Services.
28. CONTACT & NOTICES
If you have any questions about the Agreement, or need to provide notice to, or communicate with, MAPflow under the Agreement, please contact MAPflow via email at the email address specified below:
MAPflow may provide notices or communications to you on the Platform, and you agree that such notices shall constitute notice to you whether or not you actually access the notice.
No delay or omission by MAPflow to exercise any right or power it has under this Agreement or to object to the failure of any covenant of you to be performed in a timely and complete manner, shall impair any such right or power or be construed as a waiver of any succeeding breach or any other covenant. Any waivers by MAPflow must be in writing and signed by an authorized representative of MAPflow.
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable in any respect, then the remaining provisions of this Agreement, or the application of such provisions to persons or circumstances other than those as to which it is invalid or unenforceable shall not be affected thereby, and each such provision of this Agreement shall be valid and enforceable to the extent permitted by law.
This Agreement is personal to you, you may not assign or sublicense any rights and/or obligations under or transfer any interest in this Agreement without the prior written consent of MAPflow. MAPflow may assign, transfer, or delegate any of its rights and obligations hereunder without your consent.
Sections 10, 12, 13, 16, 18, 19, and 20 of this Agreement shall survive the termination of this Agreement.
33. CONTACT INFORMATION
If you have any questions, or comments about this Agreement, please contact MAPflow via email at firstname.lastname@example.org.