Last updated: May 2022
Terms of Use
These Terms of Use (the “Terms”) are between us, the Contracting Entity, as defined below (“Petal”; “we”), and you, the user of the Services defined below (“you”, the “User”). These Terms come into force upon your acceptance of them, including when creating your account or using our Services, and remain in force for as long as you use our Services (the “Term”). They contain your rights and obligations when using our Services.
For more information about how we process your personal data when using our Services, please consult our Privacy Policy.
1. Contracting entity
If you are located in Europe, the “Contracting Entity” is: Petal Solutions Europe B.V., with a registered address at 140 bis rue de Rennes, 75006 Paris, unless otherwise indicated in the Services Agreement.
If you are located elsewhere in the world, the “Contracting Entity” is Solutions Petal, Inc., located at 300-350 boul. Charest Est, Québec, Québec, G1K 3H5, Canada.
For any notice, question, or comment regarding these Terms, you may contact us by email at: [email protected].
2. Definitions
- “Client” means the entity, organization, individual, or any person identified in an agreement between Petal and such Client, who granted you access to the Services and who is subject to the Services Agreement. If you are an independent professional, you may also be the Client, in which case you are subject to both the Services Agreement and these Terms.
- “Intellectual Property” means our intellectual property, including our trade secrets, computer code and programs, trademarks, methodologies, patents, and all intellectual property rights provided by law or under civil or common law principles, whether registered or not, including all applications, registrations, and rights relating thereto. Without limiting the foregoing, our Intellectual Property includes the mobile application and the Petal Platform.
- “Confidential Information” means all of our confidential information, as well as that of our Representatives, including our trade secrets, to which you may have access in connection with your use of the Services. Our Confidential Information forms an integral part of our Intellectual Property.
- “Representatives” means our affiliates, employees, directors, officers, developers, and subcontractors.
- “Services” means our platform accessible through a web browser (the “Petal Platform”), our mobile application (the “App”), our technical support services, professional services such as training and onboarding, deployment services, software development services, and any other services we make available from time to time and to which you have access through the Client who granted you access to the Services, excluding Third-Party Services.
- “Third-Party Services” means any product, service, application, technology, or software not included in the Services. Third-Party Services include those integrated through APIs by the Client, as well as links to third-party web pages, where applicable.
3. Access to the Services; Account creation
You understand that the Services may not be available in all languages or all regions of the world. We make no representation or warranty regarding the availability of the Services, except as provided between the Client and Petal under the Services Agreement.
To access and use the Services, you must log in through an account. To this end, you represent that the information you provide to us is accurate and up to date. You are responsible for updating your account information to ensure it remains current, particularly in order to receive communications relating to your use of the Services, including important notices. Otherwise, we are not responsible if you do not receive our notices.
You are responsible for maintaining the confidentiality of your login credentials. We are not responsible for damages or losses resulting from disclosure or loss of your login credentials, including following a privacy incident, unauthorized access to your account, or data theft. If you suspect that your account has been compromised, please contact the Client as soon as possible in order to change your password. The Client is responsible for managing user accounts, including revoking users’ access to the Petal Platform and changing passwords when there is a risk of credential compromise. Neither Petal nor its Representatives are responsible for user management or the Client’s configuration of the Services.
You are responsible for actions taken through your account, including those carried out by your agents and delegates.
The Services may contain Third-Party Services. Third-Party Services may have different practices than ours regarding the security or confidentiality of the data you share with them through integrations or otherwise. Neither Petal nor its Representatives are responsible for Third-Party Services, whether identified in lists of business partners or not, and whether authorized or unauthorized.
4. Acceptable use of the Services
You understand that your use of the Services is subject to the rules set out in this section, and that in the event of a violation of these rules or these Terms, we reserve the right to suspend or terminate your access to the Services, with or without notice.
You represent and warrant that you will not use the Services, nor permit the use of the Services, in any way or for any purpose that would:
- Be illegal, malicious, defamatory, harassing, or fraudulent, including impersonating another person or processing personal information in violation of applicable laws;
- Provide false, inaccurate, misleading, or incomplete information, including for the purpose of committing fraud;
- Interfere with security-related features of the Services, including disabling or circumventing features that prevent or restrict use or copying of any content from the Petal Platform, reverse engineering, or attempting to discover the source code of any part of the Services, including the Petal Platform, except to the extent expressly permitted by applicable laws;
- Use robots or other indexing, scraping, screen-sharing, screen-recording, or data-linking tools when accessing the Services, including to collect personal or confidential information without authorization, except with our express consent;
- Intentionally or negligently upload viruses, spyware, malware, or corrupted files;
- Create derivative versions of or copy the Platform or the App to create products or services that compete with Petal’s Services, including through reverse engineering unless permitted by law;
- Share access credentials between users or with third parties, including through shared accounts, shared workstations, or otherwise;
- Allow third parties, especially competitors, to access the Services;
- Conduct product evaluations or benchmarking intended for publication or otherwise, except with our express consent.
You must use the Services only for authorized purposes, namely healthcare professional management, appointment scheduling, coordination of medical care, and any other purposes indicated in the documentation. If you use the Services for other purposes, including hosting medical records or health information, neither Petal nor our Representatives shall be held responsible.
If information is important or must be preserved in patient files or archived long-term, such information must be stored in the appropriate records. The processing of sensitive personal information is subject to specific obligations under many laws, and our Services may not be suitable for hosting or archiving this type of personal information.
5. Features of the Services
You understand that the Services contain features that automate certain tasks, such as schedule management or patient appointment booking. The results produced by these features depend on the data collected from users and patients, and errors may sometimes occur. You are responsible for verifying the automated coordination of your schedules and appointments, where applicable. The Client determines the configuration of these features, and neither Petal nor our Representatives shall be responsible for them, including for errors resulting from their activation.
Any automation or use of analytical data, analytical services, predictive algorithms, or artificial intelligence is:
(a) at your own risk; and
(b) subject to your professional judgment.
It is your responsibility to determine whether such use is appropriate for your practice, where applicable.
Certain data relating to the use of the Services is shared with the Client, including in the form of business intelligence aimed at improving Service efficiency. Please refer to your organization’s policies regarding the processing of personal data for more details, including any Privacy Policy. Where applicable, you are responsible for informing your patients about the processing of their personal data in accordance with applicable laws and your legal obligations.
6. Rules specific to the use of the App
When you download the App through the Apple App Store or Google Play Store, this section applies. These Terms are between us and you, and not with Apple or Android. Petal is responsible for the App, subject to the limitations set out in these Terms.
In the event of a conflict between these Terms and the application usage rules published by Apple Media at: https://www.apple.com/ca/legal/internet-services/itunes/ca/terms.html
and those published by Google Play at: https://play.google.com/intl/ALL_ca/about/play-terms/ as amended from time to time (the “Usage Rules”), the latter shall prevail. You acknowledge that you have reviewed these Usage Rules.
Subject to these Terms, we grant you a limited, non-transferable, non-sublicensable, and non-exclusive license to use the App in compliance with the Usage Rules, solely to install and use the App on Apple and Android products.
You understand that Apple and Android have no obligation to provide maintenance or technical support services for the App. We are solely responsible for providing such services, as required by applicable laws and subject to the Services Agreement. This also means that we are solely responsible for any warranties relating to the App, whether express or implied by law, to the extent not excluded herein. In the event of a failure of the App to conform to applicable warranties, you may notify Apple or Android, but their sole responsibility shall be to refund any fees paid for the App, and in this case there are none. Apple and Android shall have no other warranty obligations whatsoever, including for damages, claims, losses, liabilities, costs, or expenses attributable to any failure to comply with our warranties.
Accordingly, we are responsible for handling any claims or complaints you submit concerning the App, your possession or use thereof, including but not limited to:
(a) product liability claims;
(b) claims that the App fails to comply with applicable legal or regulatory requirements; and
(c) claims arising under consumer protection, privacy, or similar legislation.
We do not limit our liability beyond what is permitted by applicable law.
In the event of a third-party claim alleging that your use of the App infringes a third party’s intellectual property rights, we—not Apple or Android—shall be responsible for the investigation, defense, settlement, and discharge of such claim. However, such rights must be exercised by the Client under the Services Agreement and are subject thereto. These Terms do not contain any warranty in this regard.
You agree to comply with the terms and conditions of Third-Party Services when using the App. For example, you agree to comply with the terms and conditions of your wireless data provider when using our App.
We and you acknowledge that Apple and Apple’s subsidiaries, as well as Android and Android’s subsidiaries, are third-party beneficiaries of these Terms insofar as they relate to the App and its use on Apple or Android products. Once you accept these Terms, Apple and Android shall have the right to enforce these Terms against you as third-party beneficiaries.
7. Intellectual property
The Services, including the App and the Platform, are our Intellectual Property. We reserve all rights not expressly granted herein. If you send us suggestions, recommendations, feedback, or comments regarding the Services (“Suggestions”), you understand that we may make commercial use of them, and you waive all rights in such Suggestions or, where such waiver is not permitted, you assign all rights therein to us, and we accept such assignment hereby.
8. Limitation of liability
Our sole liability regarding the Services is set out in the Services Agreement. We have no direct liability toward you, except to the extent required by law. This means that you may not claim damages if you believe we are in breach of these Terms. The Client has remedies against us; please contact your employer.
You waive any recourse against us, including any class action, and understand that only the Client may exercise such recourse under the terms of the Services Agreement.
If you are an independent professional, the Services Agreement also applies to you and your remedies are described therein.
Accordingly, subject to applicable laws, neither Petal nor its Representatives shall have legal liability toward you and shall not be held responsible for any damages whatsoever, whether direct, indirect, consequential, special, statutory, contractual, or otherwise. If you are located in Québec, this exclusion of liability does not apply to the extent prohibited by law, including bodily injury or moral damages. Except as expressly stated herein and subject to applicable laws, we make no representations or warranties regarding the Services other than those provided in the Services Agreement between the Client and Petal.
9. Termination and suspension
We reserve the right to suspend or terminate your right to access or use the Services if you materially breach these Terms, at our discretion. Neither Petal nor its Representatives shall be liable for damages resulting from such suspension or termination.
You may terminate these Terms at any time by requesting deletion of your account from the Client.
Upon termination or expiration of these Terms, for any reason whatsoever, provisions which by their nature should survive termination or expiration shall survive, including all limitations or exclusions of liability or warranties benefiting Petal.
10. Modifications
We may modify our Services at any time, including to add or change functionalities.
We may also modify these Terms at any time, including to comply with applicable law or to add terms applicable to new features. In such case, we will provide you with written notice informing you of the changes. If you continue to use or access the Services after receiving such notice, you shall be deemed to have consented to the modifications. However, if you disagree with these modifications, you may stop using our Services at any time by requesting that the Client delete your account. These Terms terminate upon deletion of your account or as otherwise provided herein.
11. Export controls and sanctions
These Terms are subject to all applicable restrictions on the export of the Services, including the App, the Platform, and related technical information (the “Product”). These restrictions include those in force in the United States, Canada, Europe, and all relevant jurisdictions. You may not export or re-export, directly or indirectly, the Product to any jurisdiction or in any manner not permitted by applicable laws, including applicable sanctions and any country where an export license is required.
You represent and warrant that:
(a) you are not located in a country subject to an embargo by the governments of the United States, Canada, or any European Union country, or designated by them as a “terrorist-supporting” country or subject to sanctions; and
(b) you are not listed on any prohibited or restricted persons list maintained by these governments.
12. General
These Terms are governed by the provincial laws in force in Québec and the applicable federal laws of Canada. The courts of the Province of Québec shall have exclusive jurisdiction to resolve any dispute arising from these Terms.
If any provision of these Terms is found invalid or unenforceable by a competent court, such finding shall not affect the validity or enforceability of the remaining provisions. Our failure to strictly enforce any provision of these Terms shall not constitute a waiver of such provision or of our legal rights.
Subject to the Services Agreement, we may assign or transfer these Terms with or without notice. These Terms shall be binding upon any party to whom they are assigned or transferred. You may not assign or transfer these Terms to any third party under any circumstances, including any obligations or rights herein. Any such assignment or transfer shall be null and void.
Neither you nor we shall contest the validity or enforceability of these Terms or any related documents on the grounds that they were accepted or signed electronically.
These Terms constitute the entire agreement governing your use of the Services and supersede all prior or contemporaneous versions, communications, proposals, or representations, whether oral or written, relating to the Services or any other subject matter covered by these Terms of Use.