PSYMOOD CLIENT TERMS OF SERVICE
Last Revised: November 18, 2020
These Client Terms of Service (“TOS” or “Agreement”) are between you (i.e. the end-user) (“You”) and Psymood Technologies Inc. (“PsyMood”), and they govern Your use of the PsyMood Services (as defined and further explained below).
If You have any questions relating to these TOS, please contact PsyMood by e-mail at [email protected] with questions about these TOS.
PLEASE READ THIS ENTIRE DOCUMENT CAREFULLY BEFORE ACCESSING, USING OR DOWNLOADING ANY OF THE PSYMOOD SERVICES. TIHS AGREEMENT CONTAINS IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CERTAIN EXCLUSIONS AND LIMITATIONS ON THOSE RIGHTS, INCLUDING:
- THE LIMITED NATURE OF PSYMOOD’S ROLE
- A NON-CIRCUMVENTION CLAUSE
- LIABILITY LIMITATIONS AND EXCLUSIONS
- AN INDEMNITY FROM YOU
- A FORUM SELECTION CLAUSE
- A WAIVER OF CLASS ACTION DISPUTES CLAUSE
IF YOU ARE AGREEING TO THESE TOS ON BEHALF OF ANOTHER PERSON OR ENTITY, THEN YOU REPRESENT AND WARRANT TO PSYMOOD THAT YOU HAVE THE AUTHORITY TO BIND THAT PERSON OR ENTITY TO THESE TOS.
IF YOU DO NOT AGREE TO BE BOUND BY ANY PART OF THESE TOS, OR DO NOT HAVE THE AUTHORITY DESCRIBED IN THE PREVIOUS PARAGRAPH, DO NOT CHECK THE APPROPRIATE ACCEPTANCE BOX AND DO NOT INSTALL, DOWNLOAD, ACCESS OR USE ANY OF THE PSYMOOD SERVICES.
ACCEPTANCE OF THESE TOS CONSTITUTES A BINDING LEGAL AGREEMENT BETWEEN YOU AND PSYMOOD.
- Account” means your PsyMood account, including the login identification and password assigned to You by PsyMood that allows you to access the Services and Platform.
- “Client” means any end user of the Services.
- “Client Content” means any Content that You upload, submit, post, display, transmit or otherwise make available on or to the Services.
- “Content” means any text, information, materials, data, video, graphics, pictures, music, logos, marks, designs, hyperlinks, embedded links, URLs, and other types of content.
- “Personal Health Information” means information that relates to the physical or mental care of individual, including information that consists of such individual’s health care.
- “Personal Information” means personal information about an identifiable individual and includes Personal Health Information.
- “Platform” means the PsyMood online application platform located at app.psymood.com as well as any associated websites, software, platforms, digital services, features, tools, functionalities.
- “PsyMood Content” means other than Client Content, any Content available on the Services or Platform, or used to create and operate the Services, as well as the selection and arrangement of such Content.
- “Services” or “PsyMood Services” means the PsyMood services offered through the Platform and includes the facilitation of the Wellness Services from Specialists to Clients.
- “Specialists” means the PsyMood mental health professionals, including psychotherapists, psychologists, counsellors, social workers, and life coaches.
- “Wellness Services” means the mental health and wellness consultations and sessions provided by the Specialists through the Platform.
- “Wellness Session” means a wellness or mental health session between a Client and a Specialist.
ABOUT THE PSYMOOD SERVICES
PsyMood offers the Platform and Services to assist individuals to connect with our Specialists based on their language, cultural background and other factors. The Services include access to the Platform to find and connect Specialists and obtain on-demand access to the Specialists by secure video for the Wellness Services, facilitate payments from you to PsyMood with respect to the Wellness Services, access to general mental health and wellness content, and related support services.
THE WELLNESS SERVICES
The Platform assists you to match and connect with our Specialists. The Specialists are only suggestions and PsyMood does not recommend any specific health professionals to you and nor do we guarantee their ability to assist you. You may use the Platform to find and post a request to receive Wellness Services from a Specialist (a “Request”). When making a Request, you are solely responsible for confirming the accuracy of all information provided. Once you have made a Request, the Specialist has the power to accept or reject your Request in his or her sole discretion. Once a Specialist has accepted your Request (a “Confirmed Wellness Session”), you may only cancel the Wellness Session in accordance with the Cancellation Policy described below.
Wellness Services are provided exclusively by Specialists. PsyMood supports Specialists by providing them with a license to use the Platform to facilitate Wellness Sessions. However, exclusive control and responsibility for the delivery of the Wellness Services is the responsibility of the Specialists.
All Specialists available through the Platform self-identify the areas in which they are competent and represent that they are permitted to provide services in such areas and are a member in good standing with the regulatory college of their jurisdiction. PsyMood requires Specialists to represent and warrant that they are in good standing with their respective regulatory college and to immediately apprise PsyMood of any changes to such status. Although PsyMood interviews Specialists, we have no means to guarantee that such Specialists specialize in their claimed fields. While we do our best to ensure the qualifications of Specialists who deliver Wellness Services on the Platform, you agree that PsyMood shall not be liable for the quality of the service provided by Providers.
PsyMood conducts limited credential checks and other verifications of Specialists and the information they have provided to PsyMood. However, PsyMood is not responsible for credentialing Specialists, makes no representation regarding the accuracy of Specialists’ credentials, and expressly disclaims any liability for fraudulent credentials or claims by Specialists. In addition, changes in your Specialist’s professional status may be made after we perform an initial credential check. We recommend that you separately confirm that your Specialist is in good standing with his or her respective regulatory college or regulatory body.
CONSENT TO COUNSELLING AND COLLECTION, USE AND DISCLOSURE OF PERSONAL INFORMATION
By accessing and using the Platform to receive Wellness Services, you consent to be consulted by a Specialist. A Specialist may ask you questions about your personal health history, present condition or symptoms, and any course of treatment or medication that has been prescribed to you. You may withdraw your consent to receive Wellness Services at any time.
Wellness Services provided by our Specialists are not intended to replace your primary care relationship with your family physician or other primary care health professional. You should continue to consult your family physician or other primary care health professional regularly or as needed or recommended by them.
Specialists will make every effort to keep your Personal Health Information private. If you wish to have information released, you will be required to sign a consent form before such information will be released. Please be aware that Specialists are required by law to release information when the client poses a risk to themselves or others and in cases of abuse to children or the elderly. If the Specialist receives a court order or subpoena, the Specialist may be required to release some information. In such a case, the counsellor will consult with other professionals and limit the release to only what is necessary by law.
In addition to the material risks that may be associated with a Wellness Session, there are potential material risks that are specifically associated with using online communication tools and which may adversely impact the ability of the Specialists to provide Wellness Services, including but not limited to (a) poor quality audio-video connections due to remote locations or other network limitations that may limit the ability of the Counsellors to appropriately conduct the session or otherwise obtain sufficient personal information from you to properly conduct the session, (b) delays in evaluation or treatment resulting from similar technology failures, (c) lack of access to your personal health records maintained outside the Platform (i.e., by your family physician or other primary care health professional), which may result in
judgment errors, and (d) unauthorized collection, use or disclosure of your Personal Information due to a security protocol breach or failure.
YOUR AGE AND ELIGIBILITY TO USE THE SERVICES
The PsyMood Services are also available for use by children at the discretion of Specialists, but all patients under the age of 15 (“minors“) must be the patient’s parent or legal guardian and must be present at all sessions. If you register as the parent or legal guardian on behalf of a minor, you are fully responsible for complying with the provisions of these TOS. The provisions set out above under “Consent to Counselling, Use and Disclosure of Personal Information” apply to minors who access the Platform and receive Wellness Services with necessary changes to points of detail. Minors may only use the Platform and/or receive Wellness Services in the presence of their parent or legal guardian.
Unless otherwise indicated on the Platform, the Services are only offered to users located in Ontario, Canada.
USE OF SERVICES
Subject to the terms and conditions of this Agreement, PsyMood grants you a limited, non-exclusive, non-transferrable, revocable right to use the Platform, the PsyMood Content and the Services (the “Licensed Materials”) for Your own personal use and not for resale or further distribution.
Any rights not granted herein are strictly reserved by PsyMood. You shall not: (i) permit any other person to use the Licensed Materials; (ii) re-license or sublicense, lease, loan or otherwise distribute the Licensed Materials to any other person; or (iii) use the Licensed Materials or the Service in the operation of a service bureau. You shall not, and shall not permit others to, reverse engineer, decompile, disassemble or translate any software used by PsyMood to deliver the Services, including the Platform, or otherwise attempt to view, display or print such software, including the Platform’s, source code.
You may not use the Services to find a Specialist and then circumvent this Agreement or complete provision of any Wellness Services independent of the PsyMood Services, including interacting with a Specialist in person, in order to circumvent our Specialist’s obligation to pay any associated PsyMood fees. In the event that You breach this provision, PsyMood reserves the right to assess a penalty as partial compensation for the fees it would have obtained had You not circumvented this Agreement.
You agree to provide as much advance cancellation notice as possible in connection with any Confirmed Wellness Sessions. If You cancel a Wellness Session with less than 24 hours prior advance notice, unless due to a personal or family emergency, work reason, or serious illness (and PsyMood reserves the right to require proof thereof), PsyMood will charge You the full fees for such Wellness Session. You may only reschedule a Wellness Service with the prior consent of the Specialist.
If the Specialist is more than 15 minutes late for a Wellness Session, You may request a full refund for the Wellness Session. You agree that such refund will only occur if You terminate that Wellness Session and that by proceeding with a late session, You agree to forego any refund.
YOUR ACCOUNT AND LOGIN METHODS
In order to use the Services and Platform, You need to open and register for an Account using an email and password. Such login methods are referred to as Login Methods” in these TOS. As part of account setup, you will be asked to provide certain information, such as your name, billing address, delivery address, e-mail, and payment method details. Please see “Privacy”, above, regarding collection, use and disclosure of personal information.
PsyMood reserves the right to reject any registration in PsyMood’s sole discretion. If you choose to create an account with PsyMood, then you represent, warrant and covenant to PsyMood that you: (i) are based in Ontario, Canada; (ii) will provide true, accurate, current and complete information; (iii) will maintain and promptly update the information you provide to PsyMood; and (iv) you will not enter any irrelevant data into any form or data entry field other than the data requested by PsyMood for such field.
You are responsible for any activity with your Account.
PsyMood recommends that you choose a password to your Account that is hard to guess and you keep it secure. It is your responsibility to ensure that You do not respond to any unsolicited requests for credit
card information, password or other data. You are fully responsible for all, including any fraudulent, use of the Services, which is or can be connected to your Account.
PsyMood reserves the right to take any action it deems necessary or reasonable to ensure the security of the Services and your Account, including without limitation, terminating your account, changing your password, or requesting additional information to authorize transactions on your account. Notwithstanding the above, PsyMood may rely on the authority of anyone accessing your account or using your password and under no circumstances will PsyMood be held liable to you for any liabilities or damages resulting from or arising out of:(1) any action or inaction of PsyMood; (2) any compromise of the confidentiality of your Account or password; and (3) any unauthorized access to your Account or use of your password. Maintaining the security of your personally identifying information is extremely important to us. We will take reasonable steps to ensure your personally identifying information remains confidential. However, we cannot guarantee that our Services is impenetrable to all security breaches, and therefore PsyMood makes no warranty, guarantee, or representation that our Services will be completely protected from viruses, security threats or other vulnerabilities.
THIRD PARTY TOOLS
You acknowledge and agree that the Platform interoperates with several third-party tools, software applications, services, data, information, content, materials, and infrastructure that are procured by PsyMood and that are used in conjunction with making available the Platform and Services (“Third Party Tools”). The Platform may be highly dependent on such Third-Party Tools. PsyMood does not warrant or support Third Party Tools, and PsyMood is not liable for any Third-Party Tools.
FEES AND CHARGES
PsyMood will charge fees in consideration of the Services and Wellness Services provided by our Specialists (the “Service Fees”) and you agree to the terms of sale, pricing, payment and billing policies applicable to the Service Fees (including cancellation and rescheduling policies). More information about the Service Fees and how they are calculated are described on the Platform. Unless otherwise indicated, all Service Fees are exclusive of applicable sales and use taxes. All payments are processed by Stripe, PsyMood’s payment processor. Such processing is governed solely by Stripe’s terms of service, which are available at stripe.com/ca/terms, and not these TOS. PsyMood has no liability arising from your use of Stripe, or for any arrears by Stripe.
PsyMood may add new services for additional fees and charges, or amend fees and charges for existing service, at any time in its sole discretion, but will provide you with at least thirty (30) days’ notice prior to any new fees or charges coming into effect.
In the event PsyMood is unable to debit your credit card, or otherwise is not paid in respect of the Service Fees, in addition to any other remedies available to PsyMood, PsyMood reserves the right to charge an administrative fee and late charges at a monthly compounded rate of 1.5% (19.56% per annum). PsyMood will review any disputed charge, provided You continue to pay the undisputed portion and subsequent invoices.
TERM AND TERMINATION
PsyMood will not be liable to you or any other party for any termination of your Account or access to the Platform or Services. Termination of your Account will not modify, change or void any payment obligations you may have incurred through your use of the Services, whether such obligations are to us, a Specialist or a third party.
You will retain copyright and any other rights you already hold in Client Content. By sending, submitting, posting or displaying any Client Content when using the Services or Platform, You grant PsyMood a perpetual, irrevocable, worldwide, royalty-free, non-exclusive licence to reproduce, adapt, and publish your Client Content for the sole purpose of enabling PsyMood to provide the Services. You confirm and warrant to PsyMood that you have all the rights, power and authority necessary to grant the above licence, including obtaining consent to use personal information from identifiable individuals, and the right to publish and display your Client Content.
You agree to use the Services in a manner consistent with all applicable laws and regulations. You shall not resell the Services in whole or in part to others. Additionally, you will not take any of the following actions with respect to our Services, Platform, or Client Content, nor will you use our Services to upload, post, email, distribute, transmit, link, solicit, or otherwise make available any Client Content or use our Services in any manner that:
- (i) infringes, misappropriates or violates any third party’s patent, copyright, trademark, trade secret, moral right or other intellectual property or proprietary right, or right of publicity, privacy or confidentiality; (ii) violates, or encourages any conduct that would violate, any applicable law, rule or regulation or would give rise to civil or statutory liability; (iii) promotes or contains illegal or harmful activities or substances, such as hazardous substances; (iv) is fraudulent, false, misleading or deceptive; (v) is defamatory, libelous, obscene, pornographic, vulgar or offensive; or (vi) is violent, unsafe or threatening, or promote discrimination, bigotry, racism, hatred, abuse, offense, violence, harassment or harm against any individual or actions that are any of the foregoing;
- contains opinions or notices (commercial or otherwise) or chain letters;
- contains URLs or links to web sites or services (to advertise Your web site or services); or
- is used by You to impersonate another person, living or dead.
Further, with respect to the Services, You shall not, nor attempt to, do any of the following:
- use the Services for any purpose that is illegal, unsafe, or fraudulent or that infringes on any third- party rights;
- contact a Specialist for any purpose other than asking a question related to the provision of Wellness Services;
- offer any service You do not yourself own or have permission to sell;
- use the Services to “stalk”, harass, threaten, intimidate, harm, cause a nuisance to, annoy, or inconvenience any Client, including any Specialist;
- violate, remove, modify or obscure any copyright notices, trademark notices, or other proprietary notices or legends that are on or in any of the Services;
- use PsyMood’s name, any PsyMood trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without PsyMood’s express written consent;
- exploit, use, make available, rent, lend, sell, frame, mirror, perform, display, broadcast, publish, exhibit, transmit, distribute, license, modify, delete, copy, download, post, create adaptations or derivative works of any of the Services or Platform;
- operate a server in connection with the Services or Platform, including, but not limited to, mail, news, file, gopher, telnet, chat, Web, or host configuration servers, multimedia streamers or multi-user interactive forums;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any PsyMood Content or Content transmitted through the Services, or to otherwise to send altered, deceptive or false source-identifying information;
- take any action that imposes, or may impose (in PsyMood’s discretion) an unreasonable or disproportionately large load on, or otherwise disrupts, restricts, inhibits or impedes the PsyMood Services or Platform;
- interfere or attempt to interfere with the proper working of, or any activities conducted on or in the Platform;
- replicate the “look and feel” of the Services;
- use any of the Services to build a product or service which competes with the PsyMood Services;
- decompose, decompile, reverse engineer, disassemble, or otherwise attempt to gain access to the source code of the Services or Platform;
- upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter any computer, communication network, device, data, or the Platform or Services, or any other system, device or property;
- violate, or attempt to violate, the security of the Services, or any Client’s account, in any way through any means or device (e.g. spamming, hacking, crashing, uploading viruses or time bombs); or
- systematically retrieve data or other content from the Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory, whether by manual methods, through the use of bots, scrapers, crawlers, or spiders, or otherwise.
UNLAWFUL USE PROHIBITED; MONITORING; PROVIDING INFORMATION TO AUTHORITIES
PsyMood may monitor Your use of Services for violations of this Agreement. PsyMood may suspend or delete your Account if We suspect a violation of these Terms, or if We think it necessary in order to protect our Services or Platform, or Psymood, its affiliates, directors, officers, agents, and employees from harm (including Specialists). PsyMood has the right (but not the obligation) to remove any Client Content that violates these TOS.
If PsyMood believes that You have used our Services for an unlawful purpose, We may forward the relevant communication and other information, including your identity, to the appropriate authorities for investigation and prosecution. You consent to our forwarding of any such communications and information to these authorities. In addition, PsyMood may disclose your name, telephone number, credit card information, and other personal information, any communications sent or received by You, and any other information that PsyMood may have about your account, including but not limited to, types of service, lengths of service, IP address (es), email address(es), and all other account information as follows:
- in response to law enforcement or other governmental agency requests;
- as required by law, regulation, rule, subpoena, search warrant, or court order; or
- as necessary to identify, contact, or bring legal action against someone who may be misusing the Services; to protect PsyMood’s rights and property.
INTELLECTUAL PROPERTY OWNERSHIP
Except for the rights granted to You expressly herein, as between PsyMood and You, PsyMood reserves all right, title and interest (including all intellectual property rights) in and to the Platform, Services and PsyMood Content, and Third Party Tools, which are owned by PsyMood or its licensors. For certainty, the Services are licensed, not sold, to You.
All trademarks and other indicia of origin appearing on or in Platform, Services and PsyMood Content, Client Content (other than Your Client Content), or Third-Party Tools s are the property of PsyMood or PsyMood’s service providers, suppliers or licensors, or the trademark’s property owners, unless otherwise indicated. You may not use any trademark or other indicia of origin appearing on or in the Platform, PsyMood Content or Third Party Tools.
Your Client Content is, as between You and PsyMood is Your property. .
REPORTING COPYRIGHT INFRINGEMENT CLAIMS
PsyMood takes claims of copyright infringement seriously. PsyMood will respond to notices of alleged copyright infringement that comply with applicable laws. If You are a copyright owner, or authorized on behalf of one, and You believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Services, you must submit your notice in writing
to the attention of “Copyright Infringement” of [email protected] and include in your notice a detailed description of the alleged infringement.
Please be aware that if You knowingly materially misrepresent that material or activity on the Service is infringing Your copyright, You may be held liable for damages (including costs and lawyers’ fees) under applicable laws, rules and regulations.
THIRD PARTY WEBSITES
The Platform may provide links to third party websites. PsyMood does not endorse the information contained on those websites or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked web site is not under PsyMood’s control, and if you choose to access any such website, you do so entirely at your own risk. By accessing and using the Platform, the Services and the PsyMood Content, you expressly release and discharge us from any and all liability arising from your use of any third-party website.
WELLNESS SERVICE DISCLAIMERS
You are responsible for the conduct of any Wellness Session and relying on the advice or treatment recommended by a Specialist. PsyMood is not liable or responsible for any harm that arises out of or relates to your Wellness Sessions. You may direct any professional complaints against a Specialist to us by email at [email protected] and we will assist in directing to the applicable regulatory authority or college to assist you in filing your complaint.
In a professional relationship, sexual intimacy is never appropriate and should be reported to the professional regulatory college(s) that licenses, registers, or certifies the licensee.
PsyMood is not engaged in the practice of medicine or any other regulated health profession. Neither PsyMood nor any other party associated with PsyMood is liable for any Wellness Services provided to you by Specialists. None of the Content is medical advice or an endorsement, representation or warranty regarding the safety, appropriateness or effectiveness of any particular treatment or medication for you.
FOR GREATER CLARITY, PSYMOOD IS NOT A PROVIDER OF TELEMEDICINE OR TELEMEDICINE SERVICES. INKBLOT DOES NOT PROVIDE HEALTH CARE SERVICES, MENTAL HEALTH SERVICES OR SOCIAL OR PSYCHOTHERAPY SERVICES, OR ANY OTHER PROFESSIONAL SERVICES. PsyMood is simply a technology service provider that facilitates the Services and Wellness Services through the Platform. Your medical care and your mental health care are solely the responsibility of you and your Specialist(s).
While the Platform and the Services may provide access to certain general medical information, the Platform and the Services cannot and are not intended to provide medical advice. We advise you to always seek the advice of a physician or other regulated health professional with any questions regarding your personal health or medical conditions. Never disregard, avoid, or delay in obtaining medical advice from your physician or other regulated health professional because of something you have read on the Platform. If you have or suspect that you have a medical problem or condition, please contact a physician or other regulated health professional immediately.
SPECIALISTS ARE NOT THE EMPLOYEES OR AGENTS OF PSYMOOD AND ARE NOT CREDENTIALED BY PSYMOOD. PSYMOOD DOES NOT HAVE ANY OVERSIGHT OF THE CARE PROVIDED TO YOU BY A SPECIALIST. Each Specialist is an independent practitioner who is solely responsible for any Wellness Services provided
to You and is solely responsible for obtaining your informed consent, where required, to any medical treatment, including without limitation, your consent to use the Services, to the extent such consent is required by applicable provincial/territorial legislation.
The Wellness Services provided by Specialists are not intended to replace your primary care relationship with your family physician or other primary care health professional. You should continue to consult your family physician or other primary care health professional regularly or as needed or recommended by them.
You are encouraged to ask questions of the Specialists regarding any part of the session that is conducted or recommended to you, all of which should be answered to your satisfaction. If you are not satisfied with the explanation or information provided by the Specialists regarding any session that is conducted or recommended for you, you should not continue it or you should seek a second opinion from a health professional that is not affiliated with PsyMood. You have the right to refuse or withdraw consent at any time.
In addition to the material risks that may be associated with a counselling session, there are potential material risks that are specifically associated with using online communication tools and which may adversely impact the ability of the Specialists to provide Wellness Services, including but not limited to (a) poor quality audio-video connections due to remote locations or other network limitations that may limit the ability of the Specialists to appropriately conduct the session or otherwise obtain sufficient personal information from you to properly conduct the session, (b) delays in evaluation or treatment resulting from similar technology failures, (c) lack of access to your personal health records maintained outside the Platform (i.e., by your family physician or other primary care health professional), which may result in judgment errors, and (d) unauthorized collection, use or disclosure of your personal information due to a security protocol breach or failure.
PSYMOOD WILL HAVE NO LIABILITY ARISING FROM OR IN ANY WAY RELATED TO YOUR INTERACTION OR RELATIONSHIP WITH COUNSELLORS EXCEPT AS MAY BE EXPLICITLY PROVIDED HEREIN.
COMMUNICATIONS NOT CONFIDENTIAL OR SECURE
PsyMood does not guarantee the confidentiality of any communications made by you through the Platform and Services. We use industry standard secure methods of data transmission, but you acknowledge and agree that PsyMood cannot and does not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Platform.
GENERAL DISCLAIMERS AND LIMITATION OF LIABILITY
The Services, including all information content contained on the Platform, are provided on an “as is” and “as available” basis. To the maximum extent permitted by applicable law, the Services are provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. No advice or information, whether oral or written, obtained by You from the Services will create any warranty not expressly stated herein. Without limiting the foregoing, PsyMood, its subsidiaries, and its licensors do not warrant that the PsyMood Content is accurate, error-free, reliable or correct; that the Services will meet your requirements; that the Services will be available at any particular time or location, uninterrupted or secure; or that any defects or errors will be corrected.
You acknowledge and agree that PsyMood is not licensed to provide treatment or other medical services. You acknowledge and agree that PsyMood is not providing any services beyond connecting you with a Specialist through the Platform and is not providing you any medical advice or diagnosis. The Platform and/or the Services provided through the Platform and Specialists is not a substitute for medical advice or treatment, including face-to-face counselling. You acknowledge and agree that the Specialists using the Platform are solely responsible for and will have complete authority, responsibility, supervision, and control over the provision of all counselling services, advice, instructions, treatment decisions, and other professional mental health care services performed, and that all other professional mental health care services will be provided and performed exclusively by or under the supervision of Specialists, in their sole discretion, as they deem appropriate. Any dispute between you and a Specialist is strictly between you and such Specialist, and you agree and acknowledge that PsyMood will not be accountable for any such disputes or other complaints.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL PSYMOOD BE LIABLE FOR ANY OF THE FOLLOWING ARISING OUT OF OR IN CONNECTION WITH THESE TOS: (I) SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES; (II) LOST SAVINGS, PROFIT, DATA, USE, OR GOODWILL (WHETHER DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR OTHERWISE); (III) BUSINESS INTERRUPTION; (IV) COSTS FOR THE PROCUREMENT OF SUBSTITUTE PRODUCTS; (V) PERSONAL INJURY OR DEATH; OR (VII) PERSONAL OR PROPERTY DAMAGE.
IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF PSYMOOD IN CONNECTION WITH OR UNDER THESE TOS EXCEED CAD$100. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TOS WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.
THIS SECTION “LIMITS AND EXCLUSIONS OF LIABILITY” WILL APPLY TO ALL CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND INJURY), FUNDAMENTAL BREACH, STRICT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF PSYMOOD HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES, OR IF ANY REMEDY YOU HAVE FAILS OF ITS ESSENTIAL PURPOSE, AND WILL APPLY WHETHER OR NOT ANY DAMAGES COULD HAVE BEEN FORESEEN OR PREVENTED OR WHETHER PSYMOOD WAS ADVISED OF SAME.
PsyMood does not represent that it is covered by any insurance.
You covenant and agree to compensate, defend, and fully indemnify and hold harmless PsyMood, its parents, subsidiaries, affiliates, any related companies, its licensors and their respective officers, directors, employees, shareholders, members, attorneys, contractors, agents, licensors, and suppliers from and against any and all claims, legal proceedings, liabilities, damages, judgments, awards, losses, costs, and expenses or fees (including reasonable attorneys’ fees and costs), including but not limited to those arising out of or in connection with:
- Your violation or breach of any of these TOS or your use of the Platform, including, without limitation, any use of PsyMood Content and/or Services other than as expressly authorized in these TOS or your use of any information obtained from the Platform;
- Your violation of any applicable law or the rights of a third party (including intellectual property rights);
- Any dispute that arises between you and any individual including, without limitation, a Specialist;
- Any infringement by you in relation to your use of the Services under applicable law in your jurisdiction of residence as a result of your fraud, negligence, mischief or willful misconduct; and
- The actions, inactions, errors, omissions, representations, warranties, breaches or negligence of any Specialists or for any personal injuries, death or other damages or expenses resulted therefrom.
If for any reason, all or any part of the Platform is unavailable at any time or for any period. In particular, you agree to indemnify and hold harmless PsyMood, its affiliates, members, officers, employees, agents, sponsors, and licensors for any injury, including but not limited to bodily harm or death, to you or any third party that may result, directly or indirectly, from the use of or reliance on any PsyMood Content, the Platform or the Services (including, for greater certainty, any services provided by Specialists via the Platform). You further agree not to settle any such matter without PsyMood’s prior written consent.
You hereby release PsyMood, its officers, employees, shareholders, agents and successors from any and all claims, demands, losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, that is either directly or indirectly related to or arises from any interactions with or conduct of any PsyMood users, Clients, Specialists, or third-party websites.
APPLICABLE LAW & JURISDICTION
All matters relating to these TOS will be governed by the statutes and laws of the Province of Ontario or the federal laws of Canada applicable therein, as applicable, without regard to the conflicts of laws principles thereof. You and PSYMOOD also agree and hereby submit to the exclusive personal jurisdiction and venue of the courts of the Province of Ontario or the federal courts of Canada, as applicable, located within the City of Toronto, with respect to any and all matters arising in connection with these TOS. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these TOS.
PSYMOOD may assign or transfer these TOS in whole or in part at any time without Your consent. You may not assign these TOS or assign, transfer or delegate Your or any of Your rights or obligations under these TOS. Any purported assignment, transfer or delegation in violation of this provision is void from the outset.
WAIVER OF CLASS ACTIONS
To the fullest extent permitted by applicable law, all parties to any action arising out of or in connection with the Services, Platform or these TOS must be individually named. You hereby waive any right you may have for any dispute pertaining to Services, Platform or these TOS to be arbitrated or litigated on a class action or consolidated basis, or on bases involving disputes brought in a purported representative capacity on behalf of the general public.
SEVERABILITY; ENTIRE AGREEMENT; WAIVER
If any provision of these TOS are found invalid or unenforceable, that provision shall be enforced to the maximum extent possible and the remaining provisions of these TOS shall remain in full force and effect. These TOS constitute the entire understanding, and supersedes all other understandings, between You and PSYMOOD concerning the subject matter hereof. No waiver of a right of a party under these TOS will be effective unless it is in writing and signed by the party waiving its right. A waiver of a right by a party (or failure by a party to enforce a provision of these TOS) will be effective only in the specific instance and for the specific purpose for which it is provided. No waiver will be deemed a waiver of any prior or subsequent default hereunder.
PsyMood will not be liable under these TOS because of a failure or delay in performing PsyMood’s obligations hereunder on account of any cause beyond PsyMood’s reasonable control, such as, strikes, riots, insurrection, terrorism, fires, natural disasters, acts of God, war, governmental action.
Headings are inserted for convenience of reference only and will not affect the construction or interpretation of the Agreement. Where the word “including” or “includes” is used herein, it means “including without limitation” or “includes without limitation”, respectively. The language used in these TOS are the language chosen by the parties to express their mutual intent, and no rule of strict construction will be applied against any party.
LANGUAGE OF THESE TOS
It is the express wish of the parties that these TOS and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.