CERTIFIC
DOCTOR PATIENT COMMUNICATION PLATFORM
Effective from 09/25/2024
TERMS AND CONDITIONS OF USE
1. WHO WE ARE AND WHAT THESE TERMS DO
We are Certific OÜ ('Certific', 'we', 'us') and we offer a doctor-patient communication environment platform at www.certific.co and its subdomains ('Platform' or 'Service'). Certific acts as both a Data Processor under the General Data Protection Regulation (GDPR) and as a Business Associate as defined by the Health Insurance Portability and Accountability Act (HIPAA) and Health Information Technology for Economic and Clinical Health (HITECH) Act. These Terms form a legal agreement between you (the 'User') and Certific for the use of the Platform.
These terms and conditions (the “Terms”) form a legal agreement between you (the “User”, “you” or “your”) and Certific (the “Company”, “Certific”, “we”, “our” or “us”), a company incorporated with registry code 16050394 and registered in Estonia, whose current registered office is at Volta 1, Tallinn 10411, Estonia, and includes any future registered address of Certific. These Terms do NOT govern the relationship between the Healthcare Provider and the User which is the subject of a separate agreement. Certific provides Users access to the Platform only.
By accessing and using the Platform, the User agrees that he/she will be bound by these Terms, the Privacy Policy, and Services and Data Processing Agreement.
2. DEFINITIONS
The following definitions apply in these Terms.
“Healthcare Provider” means the General Practitioner or other registered medical practitioner that can access the Platform.
“Intellectual Property Rights”: means patents, utility models, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights, including all applications for (and rights to apply for and be granted), renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world.
“Patients”: patients who use the platform to communicate with a Healthcare Provider.
“Platform”: means the Certific patient-doctor communication platform service at www.certific.co and its subdomains and any updates or additions to it.
“Services”: means the services provided to Users by us through the Platform, which include:
• the ability to create a User account/profile on the Platform including,
• the ability to share and receive User Content through the Platform,
• our related website(s), Services, products and contents,
or as otherwise specified to the User by us. Not all Services or features may be available in your country or region.
“User(s)”: Healthcare Provider employees, patients and other persons using the platform.
“User Content”: means any content that is captured, recorded, transmitted or otherwise made available and or provided by the User through the Platform, and any text, photographs, video recordings, sound recordings made available and/or provided through the Platform.
3. SUPPORT FOR THE PLATFORM AND HOW TO TELL US ABOUT PROBLEMS
If you think the Platform or the Services are faulty or misdescribed or you would like to raise a complaint about the Platform, Services or User Content or any other material on the Platform or wish to contact us for any other reason please email our customer service team at certific@certific.co.
If we have to contact you we will do so by email using the contact details you have provided to us.
For the avoidance of any doubt Certific does not provide any medical advice or any support to Users in respect of their use of the Services from the Healthcare Provider. Please note that Certific is not responsible for, nor will it deal with any complaints relating to the Healthcare Provider. Any such complaints should be made to the Healthcare Provider.
4. THE ACCOUNT
To access and use the Platform and Services, the User must create an account with us and provide certain necessary information. When the User creates this account, accurate and up-to-date information must be provided. It is important that the User maintains and promptly updates the details and any other information provided to us, to keep such information current and complete. Certific reserves the right to suspend or delete any account where it reasonably considers that the information provided is not accurate and/or up-to-date.
The information required to create an account may change from time to time and failure by the User to provide such information may result in restricted use of the Platform and Services (with the nature and extent of such restriction being at our absolute discretion).
By creating an account on the Platform, you as a User agree to these terms and conditions and confirm that you are authorised to give all permissions and instructions in these Terms and Conditions and the Data Processing Agreement on behalf of your employer.
The User agrees that is solely responsible (to us and to others) for the activity that occurs under his/her account.
Certific reserves the right to temporarily or permanently suspend the account at any time in line with the provisions below if the User has failed to comply with any of the provisions of these Terms.
If the User no longer wants to use the Platform, and would like the account deleted, certific@certific.co must be contacted. Certific will provide further assistance and guides through the process.
5. HOW THE PLATFORM MAY BE USED
In return for the User to agree to comply with these Terms the User may:
• Log in, view, use and display the Platform and the Services.
• Receive and use any update of the Platform incorporating "patches" and corrections of errors as we may provide to you.
• The use of the Platform for the Patient is enabled by the Healthcare Provider who has signed a service contract with Certific for its use of the Platform.
• To use the Platform, users must log in to the Platform. To log in, the User can use the authentication tools provided on the platform.
• Access rights are defined for the Healthcare Provider according to its agreement with Certific. The Healthcare Provider can access the data of Patients and Users with whom the Healthcare Provider has a legal relationship (for example, the Healthcare Provider can access the data of patients on its list who use the Platform to contact it).
• After the successful creation of the account, the User can communicate with the Healthcare Provider through the Platform, and the Healthcare Provider can see, manage, respond to requests and initiate them.
• The Healthcare Provider determines the conditions for using the Platform, including the time frame within which the Patient and User will be answered.
6. HOW THE PLATFORM WORKS
Certifics responsibility in relation to the Platform is limited to the functioning of the Platform. Certific has no responsibility for the information entered into the Platform or any interactions between Users and Healthcare Providers (including medical procedures).
Parts of the Platform rely on third parties so they may be unavailable or interrupted if the third party has a malfunction, maintenance needs or other disruption;
Certific’s promise is to make all reasonable efforts to ensure that the Platform is running 99,5% of the time we provide you with the access to the Platform. The platform may be interrupted or subject to errors. Should the non-availability derive from third parties, it will not count towards the availability calculation.
Certific can change the Platform at any time by making, adding, updating or removing features and these Terms and Conditions will apply to such changes.
Certific monitors the usage of the Platform for security, service delivery, Platform improvement and audit purposes.
In the event of a data breach involving PHI, Certific will notify the relevant parties within the timelines specified by HIPAA, HITECH, and GDPR regulations.
Certific provides the User with the technical support (incl critical outages) from 07:00am - 03:00pm Mondays to Fridays. Any technical questions or claims related to the use of the Platform can be submitted to Certific using the customer support form on the platform or via email at certific@certific.co.
7. CHANGES TO THESE TERMS
Certific may need to change these Terms to reflect changes in law or best practice or to deal with additional features which we introduce. The users will be notified of a change when you next use the Platform.
If the User keeps using the Platform after having been notified of the changes, your acceptance of those changes will be implied. The User agrees that these changes will form part of these Terms.
Certific monitors that the Platform is compliant with these Terms and Conditions. Should the users suspect any potential breach of these Terms and Conditions, Certific should be notified and we will investigate the issue.
If Certific identifies any violation of these Terms and Conditions, we have the right to remove any content, reverse any actions on the Platform and/or terminate the Users licence.
The User cannot transfer or assign his/her licence or any other rights you he/she has under these Terms to another party. If the User tries to make any transfer or assignment, it will be void.
These Terms are only enforceable by Certific and the User, and not by any third party.
In case of any questions about these Terms, please reach out via certific@certific.co.
8. UPDATE TO THE PLATFORM AND CHANGES TO THE SERVICES
From time to time Certific may automatically update the Platform and/or change the Services to improve performance, enhance functionality, reflect changes to the operating system, address security issues or for any other reason.
Certific may suspend or discontinue any aspect of the Platform or the Services at any time. Before doing so, Certific will notify users of the affected Services. Failure to provide such notification will not, however, affect Certifics right to suspend or discontinue such Services.
9. USER CONTENT
The User grants us the right to delete any User Content that violates these Terms.
Certific may generate revenues, increase goodwill or otherwise increase value from your use of the Platform and/or Services, including, by way of example and not limitation, through the sale of advertising, sponsorships, promotions, usage data and gifts. The User acknowledges and agrees that, except as specifically permitted by us in these Terms or in another agreement the User enters into with us, the User will have no right to share in any such revenue, goodwill or value whatsoever.
10. LICENCE AND LICENCE RESTRICTIONS
Subject to the restrictions in these Terms, Certific grants to the User a non-exclusive, non-transferable and revocable licence to use the Platform subject to these Terms and Conditions and other policies or agreements we provide to the User. The User acknowledges and agrees that upon any termination of the account or these Terms, this licence granted to the User in respect of the Platform and the Services will automatically terminate.
The User agrees that he/she will:
• except in the course of permitted sharing, not rent, lease, sub-license, loan, assign, provide, or otherwise make available, the Platform or the Services in any form, in whole or in part to any person, or use the Platform or the Services to advertise or perform any commercial solicitation, without prior written consent from Certific;
• not copy the Platform or Services;
• not translate, merge, adapt, vary, alter or modify, the whole or any part of the Platform or Services nor permit the Platform or the Services or any part of them to be combined with, or become incorporated in, any other programs, except as necessary to use the Platform and the Services on devices as permitted in these Terms;
• not interfere with or attempt to interfere with the proper working of the Platform, disrupt the Platform or any networks connected to the Platform, or bypass any measures Certific may use to prevent or restrict access to the Services;
• not use any automated system or software, whether operated by a third party or otherwise, to extract any data from the Platform for commercial purposes;
• not disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Platform or the Services nor attempt to do any such things; and
• comply with all applicable technology control or export laws and regulations that apply to the technology used or supported by the Platform or any Service.
Use by the User of the Platform or other materials available as part of the Services for any purpose not expressly permitted by these Terms is strictly prohibited. Certific reserves the right, at any time and without prior notice, to permanently or temporarily remove or suspend access to the Platform and/or Services if in our sole opinion User Content violates or potentially violates these Terms, third party rights (including Intellectual Property Rights), applicable laws or regulations or is otherwise harmful to the Platform and/or Services, our Users or third-parties.
11. USING THE PLATFORM
This Clause sets out the standards that apply when the User uses the Platform and creates/generates User Content (your own or on behalf of somebody else) through the Platform, make contact with other Users on the Platform, share User Content (through the Platform with other Platform Users or by any other means) or interact with the Platform and/or the Services in any other way (the “Interactions”).
General
The User must not:
• use the Platform and/or the Services under unsafe conditions or in a dangerous manner;
• use (or attempt to use) the Platform or any Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data/content, into the Platform, any Service or any operating system;
• transmit, send or create/generate any User Content or other material that give the impression that the material emanates from Certific, if this is not the case;
• knowingly transmit any data, send or create/generate any User Content or other material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware; and
• without prior written consent from Certific, transmit, procure the sending of, or create User Content containing any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).
Respecting Others
The User must:
• be responsible for all actions in his/her account on the Platform;
• ensure that the account details are up to date;
• be responsible for all data provided directly or indirectly to the Platform and any data derived from the usage of the Platform;
• not use or attempt to use another User’s account, username, or password without that User’s permission;
• not solicit or attempt to solicit another User’s username and/or password;
• respect other Users within the Platform;
• not use the Platform or the Services in a way that could interfere with, disrupt, affect negatively, or otherwise inhibit other Users from fully enjoying the Platform and/or Services;
• not create, share or transmit any material (User Content, messages or any other material) that is defamatory, offensive or otherwise objectionable, or use the Platform and/or the Services in a manner that could cause offence or upset to others (whether they are users of the Platform and/or Services or not) or otherwise affect them in a negative way. In particular, you must not bully others (whether they are users of the Platform and/or Services or not) or capture or share material that contains pornography (or other sexually explicit material), graphic violence, threats, hate speech, or incitements to violence;
• not create User Content that infringes or otherwise infringe (or attempt to infringe) our Intellectual Property Rights, those of any other Users within the Platform or those of any third party in relation to your use of the Platform or the Services, including by the submission of any material (to the extent that such use is not licensed by these Terms);
Security
The User must not:
• use the Platform or any Service in a way that could damage, disable, overburden, impair or compromise our systems or security;
• use the Platform or any Service in a way that could infringe Certific’s or any third party intellectual property rights;
• collect or harvest any information or data from any Service or Certific’s systems or attempt to decipher any transmissions to or from the servers running any Service;
• without Certific’s prior written consent, use or develop (or attempt to use or develop) any third-party application that interact with the Platform and/or the Services;
• provide inaccurate and incomplete information;
• access (or attempt to access) by any means areas or features of the Platform or the Services that the User is not authorised to access;
• without Certific’s prior written consent, test the vulnerability of the Platform or the Services or any system or network that could potentially harm the Platform or the Services; and
• encourage or promote any activity that violates these Terms.
It is important that the User chooses a strong account password and keeps the account password confidential and that the User does not disclose it to any third party. If the User knows or suspects that any third party knows the password or has accessed the account, the User must notify us immediately at certific@certific.co.
12. INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights in the Platform and the Services throughout the world belong to Certific and the rights in the Platform and the Services are granted to the User in a limited, non-exclusive licence in order to use the Platform for the purpose of enabling communication between the patient and the healthcare provider. The User has no Intellectual Property Rights in, or to, the Platform or the Services other than the right to use them in accordance with these Terms.
“CERTIFIC” is an EU registered trademark of Certific. The User is not permitted to use it without our approval, unless it is part of material you are using as permitted under these Terms.
13. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
Certific provides users with access to the Platform and the Services. Certific does not warrant, represent or otherwise endorse any Healthcare Provider you access via the Platform or the Services.
The Healthcare Provider is responsible for determining that the Platform is meeting the requirements and Certific gives no assurance that the Platform and its contents will be fit for purpose.
Certific has and shall have no liability in respect of any claim arising whether in respect of any act or omission from the patients engagement with the Healthcare Provider through the Platform.
To the fullest extent permitted by law, Certific’s total aggregate liability whether in contract, in tort (including negligence), under any statute or otherwise under or in connection with these Terms and the provision and receipt of the Services will be limited to the amount paid by you to us within the 12 month period immediately preceding your claim against us.
Certific is only responsible for foreseeable loss and damage caused by us. If Certific faisl to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking these Terms or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time you accepted these Terms, both we and you knew it might happen.
Certific is not liable for business losses. In particular, Certific will not be liable for:
• loss of profit, sales, business or revenue;
• business interruption;
• loss of anticipated savings;
• loss of business opportunity, goodwill or reputation; or
• any indirect or consequential loss or damage,
and Certific excludes all implied conditions, warranties, representations or other terms that may apply to our Platform and/or the Services.
To the fullest extent permitted by law, Certific will not be responsible or liable for:
• any loss or damage not caused by our breach;
• any indirect, incidental, punitive, exemplary, special, or consequential damages;
• any loss of data, use, goodwill, or other intangible losses;
• any loss or damage arising from an inability to access or use the Platform, or any inaccuracies in the Service;
• any content on the Platform, and any loss or damage arising from use of or reliance on such content;
• any delays, delivery failures, or any other loss or damage resulting from use or unavailability of the Platform, and
• any unauthorised access, use or alteration of your account, transmissions or content, or any virus or malware infecting your device as a result of using the Platform.
Certific recommends that you back up any content and data used in connection with the Platform and/or the Services, to protect yourself in case of problems with the Platform and/or the Services.
If Certific’s provision of the Services or support for the Platform or the Services is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay.
14. BREACH OF THESE TERMS
When Certific considers that a breach of these Terms has occurred, we may take such action as we deem appropriate. Certific may permanently end user rights to use the Platform and Services at any time by deleting the account as outlined above. If Certific ends the Users rights to use the Platform and Services:
• the User must stop all activities authorised by these Terms, including your use of the Platform and any Services.
• the User must cease using the Platform on all devices in your possession and confirm to Certific in writing that he/she has done this.
Certific may temporarily limit or restrict the Users rights to use the Platform and/or any or all aspects of the Services at any time by suspending the account as outlined above. The extent and period of any such suspension may be determined by Certific. Any lifting of such suspension may be contingent on certain actions being taken by the User.
Certific excludes its liability for all actions we may take in response to breaches of these Terms. The actions Certific may take are not limited to those described above and Certific may take any other action we reasonably deem appropriate.
15. TERMINATION
The User can stop using the Platform at any time. If the User stops using the Platform, any personal data provided will be treated in accordance with the Privacy Policy.
Upon termination, the Users licence to use the Platform will immediately end and the User agrees to stop using the Service. Any rights, remedies, obligations or liabilities that have accrued up to the termination date, including rights relating to your breach of these Terms at or before the termination date, will be unaffected.
Certific may suspend or terminate your access to the Platform at any time for any reason. Certific will endeavour to provide the User with notice, but we do not have to. The User will have no claim against Certific if we suspend or terminate the Account.
16. CERTIFIC MAY TRANSFER THE AGREEMENT WITH THE USER TO SOMEONE ELSE
Certific may transfer our rights and obligations under these Terms to another organisation. Certific will always tell the User in writing if this happens.
17. THE USER NEEDS CERTIFIC’S CONSENT TO TRANSFER ITS RIGHTS TO SOMEONE ELSE
The User may only transfer his/her rights or obligations under these Terms to another person if it is agreed in writing with Certific.
18. IF A COURT FINDS PART OF THESE TERMS ILLEGAL, THE REST WILL CONTINUE IN FORCE
Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
19. EVEN IF CERTIFIC DELAYS IN ENFORCING THESE TERMS, WE CAN STILL ENFORCE THEM LATER
Even if Certific delays in enforcing these Terms, we can still enforce our rights thereunder later. If Certific do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking these Terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
If Certific does not enforce any right or provision in these Terms, this will not constitute a waiver of the right or provision. If Certific does grant a waiver of any provision of these Terms, the waiver will be limited to that provision only and we can reverse it at any time.
20. WHICH LAWS APPLY TO THESE TERMS AND WHERE LEGAL PROCEEDINGS MAY BE BROUGHT
These terms are governed by both English and applicable US law, including HIPAA and HITECH. In case of disputes, you agree to attempt to resolve the issue informally with Certific. If unresolved, the dispute may be brought before courts in the United States or Estonia, depending on jurisdiction.
If the User has any dispute with Certific, you agree to contact us first and attempt to resolve the issue informally. If we are not able to resolve the dispute with you informally, we both agree it shall be subject to the exclusive jurisdiction of English courts.