TERMS AND CONDITIONS
HIPAA Business Associate Agreement
Registration as a subscriber; application of terms to you; your account
Billing, payment and other subscriptions
Third-party content and Translation
User generated content
Disclaimers; limitation of liability; no guarantees.
Amendments to this agreement
Term and termination
Applicable law/mediation/jurisdiction/Solicitor’s fees
Dispute resolution/binding arbitration/class action waiver
HIPAA BUSINESS ASSOCIATE AGREEMENT
Last updated: March 30, 2021
This Business Associate Agreement (the "Agreement") is entered into as of the date you first log in to consentapatient.org (the "Effective Date"), by and between You and Your Organisation ("Covered Entity") and Bloomsbury Health ("Business Associate"). Covered Entity and Business Associate, collectively, may be referred to herein as the "Parties".
1.1 Covered Entity and Business Associate enter into this Agreement to comply with the requirements of Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), as amended, including the privacy, security, breach notification and enforcement rules at 45 C.F.R. Part 160 and Part 164, as well as the Health Information Technology for Economic and Clinical Health Act, enacted as part of the American Recovery and Reinvestment Act of 2009 ("HITECH"), as amended, and other applicable federal and state laws (collectively the "HIPAA Rules").
1.2 This Agreement is intended to ensure that Business Associate will establish and implement appropriate safeguards for certain individually identifiable Protected Health Information relating to patients of Covered Entity ("PHI" as that term is defined below) that Business Associate may receive, create, maintain, use or disclose in connection with certain functions, activities and services that Business Associate performs for Covered Entity. The functions, activities and services that Business Associate performs for Covered Entity are defined in one or more agreements between the Parties (the "Underlying Agreements").
2.1 Terms used but not otherwise defined in this Agreement shall have the same meaning as those terms in the HIPAA Rules, which definitions are incorporated in this Agreement by reference
2.2 For purposes of this Agreement:
2.2.1 "Electronic Protected Health Information" or "ePHI" shall have the meaning given to such term under the Privacy Rule and the Security Rule, including, but not limited to, 45 C.F.R. 160.103, as applied to the information created, received, maintained or transmitted by Business Associate from or on behalf of Covered Entity
2.2.2 "Individual" shall have the same meaning given to such term in 45 C.F.R. § 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 C.F.R. § 164.502(g).
2.2.3 "Protected Health Information" or "PHI" shall have the meaning given to such term in 45 C.F.R. 160.103, limited to the information created, received, maintained or transmitted by Business Associate from or on behalf of Covered Entity.
2.2.4 "Privacy Rule" shall mean the Standards for Privacy of Individually Identifiable Health Information published in 45 C.F.R. Parts 160 and 164, Subparts A and E.
2.2.5 "Required by Law" shall have the meaning given to such term in 45 C.F.R. 164.103.
2.2.6 "Secretary" shall mean the Secretary of the Department of Health and Human Services or his or her designee.
2.2.7 "Security Rule" shall mean the Security Standards at 45 C.F.R. Part 160 and Part 164, Subparts A and C.
GENERAL OBLIGATIONS OF BUSINESS ASSOCIATE
3.1 Use and Disclosure. Business Associate agrees not to use or disclose PHI, other than as permitted or required by this Agreement or as Required By Law. To the extent Business Associate is carrying out one or more of Covered Entity's obligations under the Privacy Rule pursuant to the terms of the Underlying Agreement or this Agreement, Business Associate shall comply with the requirements of the Privacy Rule that apply to Covered Entity in the performance of such obligation(s).
3.2 Appropriate Safeguards. Business Associate shall use appropriate physical, technical and administrative safeguards, and shall comply with the Security Rule with respect to ePHI, to prevent use or disclosure of PHI other than as provided for by this Agreement or as Required by Law.
3.3 Mitigation. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate as a result of a use or disclosure of PHI by Business Associate in violation of this Agreement's requirements or that would otherwise cause a Breach of Unsecured PHI.
3.4 Breach Reporting. Business Associate shall report to Covered Entity any use or disclosure of PHI not permitted under this BAA, Breach of Unsecured PHI or Security Incident, without unreasonable delay, and in any event no more than thirty (30) days following discovery; provided, however, that the Parties acknowledge and agree that this Section constitutes notice by Business Associate to Covered Entity of the ongoing existence and occurrence of attempted but Unsuccessful Security Incidents (as defined below) for which notice to Covered Entity by Business Associate shall be required only upon request. “Unsuccessful Security Incidents” shall include, but not be limited to, pings and other broadcast attacks on Business Associate’s firewall, port scans, unsuccessful log-on attempts, denials of service and any combination of the above, so long as no such incident results in unauthorized access, use or disclosure of PHI. Business Associate’s notification to Covered Entity of a Breach shall include: (i) the identification of each individual whose Unsecured PHI has been, or is reasonably believed by Business Associate to have been, accessed, acquired or disclosed during the Breach; and (ii) any particulars regarding the Breach that Covered Entity would need to include in its notification, as such particulars are identified in 45 C.F.R. § 164.404.
3.5 Subcontractors. In accordance with 45 C.F.R. §§ 164.502(e)(1)(ii) and 164.308(b)(2), if applicable, Business Associate shall enter into a written agreement with any agent or subcontractor that creates, receives, maintains or transmits PHI on behalf of the Business Associate for services provided to Covered Entity, which provides that the agent agrees to the same restrictions, conditions and requirements that apply to the Business Associate with respect to such information
3.6 Access to PHI. Business Associate agrees to provide access to PHI in a Designated Record Set to the Covered Entity. If an Individual makes a request for access pursuant to 45 C.F.R. § 164.524 directly to Business Associate, or inquires about his or her right to access, Business Associate shall forward it to Covered Entity. Any response to such request shall be the responsibility of Covered Entity.
3.7 Minimum Necessary Requirement. Business Associate agrees that when requesting, using or disclosing PHI in accordance with 45 C.F.R. § 502(b)(1) that such request, use or disclosure shall be to the minimum extent necessary, including the use of a "limited data set" as defined in 45 C.F.R. § 164.514(e)(2), to accomplish the intended purpose of such request, use or disclosure, as interpreted under related guidance issued by the Secretary from time to time.
3.8 Amendment of PHI. Business Associate agrees to make PHI contained in a Designated Record Set available to Covered Entity for amendment pursuant to 45 C.F.R. § 164.526. If an Individual makes a request for amendment pursuant to 45 C.F.R. § 164.526 directly to Business Associate, or inquires about his or her right to access, Business Associate shall forward it to Covered Entity. Any response to such request shall be the responsibility of Covered Entity.
3.9 Accounting of Disclosures. Business Associate shall provide to Covered Entity information collected in accordance with Section 3.11 of this Agreement, to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 C.F.R. § 164.528. If any Individual requests an accounting of disclosures of PHI directly from Business Associate, Business Associate shall forward such request to Covered Entity. Any response to such request shall be the responsibility of Covered Entity.
3.10 Access to Policies and Records. Business Associate agrees to make its internal practices, books and records, including policies and procedures regarding PHI, relating to the use and disclosure of PHI and Breach of any Unsecured PHI received from Covered Entity, or created or received by the Business Associate on behalf of Covered Entity, available to the Secretary for the purpose of Covered Entity or the Secretary determining compliance with the HIPAA Rules.
3.11 Documentation of Disclosures. Business Associate shall document such disclosures of PHI and information related to such disclosures as would be required for Covered Entity to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 C.F.R. § 164.528. Business Associate shall document, at a minimum, the following information (“Disclosure Information”): (i) the date of the disclosure, (ii) the name and, if known, the address of the recipient of the PHI, (iii) a brief description of the PHI disclosed, (iv) the purpose of the disclosure that includes an explanation of the basis for such disclosure, and (v) any additional information required under the HITECH Act and any implementing regulations.
PERMITTED USES AND DISCLOSURES BY BUSINESS ASSOCIATE
4.1 General Uses and Disclosures. Business Associate agrees to receive, create, use or disclose PHI only as permitted by this Agreement, the HIPAA Rules, and only in connection with providing services to Covered Entity; provided that the use or disclosure would not violate the Privacy Rule if done by Covered Entity, except as set forth in this Article 4.
4.2 Business Associate may use or disclose PHI as Required By Law.
4.3 Except as otherwise provided in this Agreement, Business Associate may:
4.3.1 Use PHI for the proper management and administration of Business Associate, or to carry out its legal responsibilities.
4.3.2 Disclose PHI for the proper management and administration of Business Associate or to carry out legal responsibilities of Business Associate, provided that the disclosures are Required by Law, or Business Associate obtains prior written reasonable assurances from the person to whom the information is disclosed that the information will remain confidential and used or further disclosed only as Required by Law or for the purposes for which it was disclosed to the person, and the person notifies the Business Associate of any instances of which it is aware in which the confidentiality of the information has been breached, in accordance with the breach notification requirements of this Agreement.
4.3.3 Use PHI to provide Data Aggregation Services to Covered Entity as permitted under the HIPAA Rules.
OBLIGATIONS OF COVERED ENTITY
5.1 Covered Entity shall:
5.1.1 Notify Business Associate of any limitation(s) in its Notice of Privacy Practices in accordance with 45 C.F.R. 164.520, to the extent that such limitation may affect Business Associate's use or disclosure of PHI.
5.1.2 Notify Business Associate of any restriction to the use or disclosure of PHI that Covered Entity has agreed to in accordance with 45 C.F.R. § 164.522, to the extent that such changes may affect Business Associate's use or disclosure of PHI.
5.1.3 Notify Business Associate of any changes in or revocation of permission by an individual to use or disclose his or her PHI, to the extent that such change or revocation may affect Business Associate's permitted or required uses and disclosures of PHI.
5.2 Covered Entity shall not request Business Associate to use or disclose PHI in any manner that would not be permissible under the Privacy Rule or the Security Rule if done by Covered Entity, except as provided under Article 4 of this Agreement.
TERM AND TERMINATION
6.1 Term. This Agreement shall be in effect as of the Effective Date and shall terminate on the earlier of the date that:
6.1.1 Either party terminates for cause as authorized under Section 6.2.
6.1.2 All PHI received from Covered Entity, or created or received by Business Associate on behalf of Covered Entity, is destroyed or returned to Covered Entity. If it is determined, to be infeasible to return or destroy PHI, protections are extended to such information in accordance with Section 6.3.
6.2 Termination for Cause. Upon Covered Entity’s knowledge of material breach by Business Associate, Covered Entity shall provide an opportunity for Business Associate to cure the breach or end the violation. If Business Associate does not cure the breach or end the violation within the timeframe specified by Covered Entity, or if a material term of this Agreement has been breached and a cure is not possible, Covered Entity may terminate this Agreement and the Underlying Agreement(s), if any, upon written notice to Business Associate.
6.3 Obligations of Business Associate Upon Termination. Upon termination of this Agreement for any reason, Business Associate, with respect to PHI received from Covered Entity, or created, maintained, or received by Business Associate on behalf of Covered Entity, shall:
6.3.1 Retain only that PHI that is necessary for Business Associate to continue its proper management and administration or to carry out its legal responsibilities;
6.3.2 Return to Covered Entity or, if agreed to by Covered Entity in writing, destroy the remaining PHI that the Business Associate still maintains in any form;
6.3.3 Continue to use appropriate safeguards and comply with Subpart C of 45 C.F.R. Part 164 with respect to ePHI to prevent use or disclosure of the PHI, other than as provided for in this Section 6, for as long as Business Associate retains the PHI;
6.3.4 Limit further uses and disclosures of such PHI to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such PHI;
6.3.5 Return to Covered Entity or destroy the PHI retained by Business Associate when it is no longer needed by Business Associate for its proper management and administration or to carry out its legal responsibilities.
7.1 Amendment. The Parties agree to take such action as is necessary to amend this Agreement to comply with the requirements of the HIPAA Rules and any other applicable law.
7.2 Survival. The respective rights and obligations of Business Associate under Article 6 of this Agreement shall survive the termination of this Agreement.
7.3 Regulatory References. A reference in this Agreement to a section of the HIPAA Rules means the section as in effect or amended.
7.4 Interpretation. This Agreement shall be interpreted in the following manner:.
7.4.1 Any ambiguity shall be resolved in favor of a meaning that permits Covered Entity to comply with the HIPAA Rules.
7.4.2 Any inconsistency between the Agreement's provisions and the HIPAA Rules, including all amendments, as interpreted by the Department of Health and Human Services, court or another regulatory agency with authority over the Parties, shall be interpreted according to the interpretation of the Department of Health and Human Services, the court or the regulatory agency.
7.4.3 Any provision of this Agreement that differs from those mandated by the HIPAA Rules, but is nonetheless permitted by the HIPAA Rules, shall be adhered to as stated in this Agreement.
7.5 Entire Agreement, Severability. This Agreement constitutes the entire agreement between the Parties related to the subject matter of this Agreement, except to the extent that the Underlying Agreement(s), if any, impose more stringent requirements related to the use and protection of PHI upon Business Associate. This Agreement supersedes all prior negotiations, discussions, representations or proposals, whether oral or written. This Agreement may not be modified unless done so in writing and signed by a duly authorized representative of both Parties. If any provision of this Agreement, or part thereof, is found to be invalid, the remaining provisions shall remain in effect.
7.6 Assignment. This Agreement will be binding on the successors and assigns of Covered Entity and Business Associate. However, this Agreement may not be assigned by Business Associate, in whole or in part, without the written consent of Covered Entity. Any attempted assignment in violation of this provision shall be null and void.
7.7 Multiple Counterparts.
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original.
7.8 Governing Law.
Except to the extent preempted by federal law, this Agreement shall be governed by and construed in accordance with the laws of the state in which the Covered Entity’s principal place of business is located.
BLOOMSBURY HEALTH LIMITED CANNOT ACCESS ANY CLINICAL DATA OR ACTIVITY DATA ON YOUR CONSENTAPATIENT ACCOUNT.
Interpretation and Definitions
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
Account means a unique account created for You to access our Service or parts of our Service.
Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Application means the software program provided by us downloaded by You on any electronic device, named consentapatient
Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to Bloomsbury Health Limited, The Bloomsbury Building, 10 Bloomsbury Way, London, WC1A 2SL.
For the purpose of the GDPR, the Company is the Data Controller.
Country refers to: United Kingdom
Data Controller, for the purposes of the GDPR (General Data Protection Regulation), refers to the Company as the legal person which alone or jointly with others determines the purposes and means of the processing of Personal Data.
Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
Personal Data is any information that relates to an identified or identifiable individual.
For the purposes for GDPR, Personal Data means any information relating to You such as a name, an identification number, location data, online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity.
Service refers to the Application.
Service Provider means any natural or legal person who processes the data on behalf of the Company. It refers to third-party companies or individuals employed by the Company to facilitate the Service, to provide the Service on behalf of the Company, to perform services related to the Service or to assist the Company in analyzing how the Service is used. For the purpose of the GDPR, Service Providers are considered Data Processors.
Third-party Social Media Service refers to any Website or any social network Website through which a User can log in or create an account to use the Service.
Usage Data refers to data collected automatically, either generated by the use of the Service or from the Service infrastructure itself (for example, the duration of a page visit).
You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
Under GDPR (General Data Protection Regulation), You can be referred to as the Data Subject or as the User as you are the individual using the Service.
Collecting and Using Your Personal Data
Types of Data Collected
While using Our Service, We may ask You to provide Us with certain personally identifiable information that can be used to contact or identify You. Personally identifiable information may include, but is not limited to:
First name and last name
Usage Data is collected automatically when using the Service.
Usage Data may include information such as Your Device's Internet Protocol address (e.g. IP address), browser type, browser version, the pages of our Service that You visit, the time and date of Your visit, the time spent on those pages, unique device identifiers and other diagnostic data.
When You access the Service by or through a mobile device, We may collect certain information automatically, including, but not limited to, the type of mobile device You use, Your mobile device unique ID, the IP address of Your mobile device, Your mobile operating system, the type of mobile Internet browser You use, unique device identifiers and other diagnostic data.
We may also collect information that Your browser sends whenever You visit our Service or when You access the Service by or through a mobile device.
Information Collected while Using the Application
While using Our Application, in order to provide features of Our Application, We may collect, with Your prior permission:
Information regarding your location
We use this information to provide features of Our Service, to improve and customize Our Service. The information may be uploaded to our servers and/or a Service Provider's server or it may be simply stored on Your device.
You can enable or disable access to this information at any time, through Your Device settings.
Use of Your Personal Data
We may use Personal Data for the following purposes:
To provide and maintain Our Service, including to monitor the usage of Our Service.
To manage Your Account: to manage Your registration as a user of the Service. The Personal Data You provide can give You access to different functionalities of the Service that are available to You as a registered user.
For the performance of a contract: the development, compliance and undertaking of the purchase contract for the products, items or services You have purchased or of any other contract with Us through the Service.
To contact You: To contact You by email, telephone calls, SMS, or other equivalent forms of electronic communication, such as a mobile application's push notifications regarding updates or informative communications related to the functionalities, products or contracted services, including the security updates, when necessary or reasonable for their implementation.
To provide You with news, special offers and general information about other goods, services and events which We offer that are similar to those that you have already purchased or enquired about unless You have opted not to receive such information.
To manage Your requests: To attend and manage Your requests to Us.
For business transfers: We may use Your information to evaluate or conduct a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of Our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which Personal Data held by Us about Our Service users is among the assets transferred.
For other purposes: We may use Your information for other purposes, such as data analysis, identifying usage trends, determining the effectiveness of Our promotional campaigns and to evaluate and improve Our Service, products, services, marketing and your experience.
We may share Your personal information in the following situations:
With Service Providers: We may share Your personal information with Service Providers to monitor and analyze the use of Our Service, for payment processing, to contact You.
For business transfers: We may share or transfer Your personal information in connection with, or during negotiations of, any merger, sale of Company assets, financing, or acquisition of all or a portion of Our business to another company.
With business partners: We may share Your information with Our business partners to offer You certain products, services or promotions.
With other users: when You share personal information or otherwise interact in the public areas with other users, such information may be vieWed by all users and may be publicly distributed outside. If You interact with other users or register through a Third-Party Social Media Service, Your contacts on the Third-Party Social Media Service may see Your name, profile, pictures and description of Your activity. Similarly, other users will be able to view descriptions of Your activity, communicate with You and view Your profile.
With Your consent: We may disclose Your personal information for any other purpose with Your consent.
Retention of Your Personal Data
We will also retain Usage Data for internal analysis purposes. Usage Data is generally retained for a shorter period of time, except when this data is used to strengthen the security or to improve the functionality of Our Service, or We are legally obligated to retain this data for longer time periods.
Transfer of Your Personal Data
Your information, including Personal Data, is processed at Our operating offices and in any other places where the parties involved in the processing are located. It means that this information may be transferred to — and maintained on — computers located outside of Your state, province, country or other governmental jurisdiction where the data protection laws may differ than those from Your jurisdiction.
Disclosure of Your Personal Data
Under certain circumstances, We may be required to disclose Your Personal Data if required to do so by law or in response to valid requests by public authorities (e.g. a court or a government agency).
Other legal requirements
We may disclose Your Personal Data in the good faith belief that such action is necessary to:
Comply with a legal obligation
Protect and defend Our rights or property
Prevent or investigate possible wrongdoing in connection with the Service
Protect the personal safety of Users of the Service or the public
Protect against legal liability
Security of Your Personal Data
The security of Your Personal Data is important to Us, but remember that no method of transmission over the Internet, or method of electronic storage is 100% secure. While We strive to use commercially acceptable means to protect Your Personal Data, We cannot guarantee its absolute security.
Detailed Information on the Processing of Your Personal Data
The Service Providers may have access to Your Personal Data. These third-party vendors collect, store, use, process and transfer information about Your activity on Our Service in accordance with their Privacy Policies.
We may use third-party Service providers to monitor and analyze the use of Our Service.
Google Analytics is a Web analytics service offered by Google that tracks and reports website traffic. Google uses the data collected to track and monitor the use of Our Service. This data is shared with other Google services. Google may use the collected data to contextualize and personalize the ads of its own advertising network.
For more information on the privacy practices of Google, please visit the Google Privacy & Terms webpage: https://policies.google.com/privacy
We may provide paid products and/or services within the Service. In that case, We may use third-party services for payment processing (e.g. payment processors).
Our Service does not address anyone under the age of 13. We do not knowingly collect personally identifiable information from anyone under the age of 13. If You are a parent or guardian and You are aware that Your child has provided Us with Personal Data, please contact Us. If We become aware that We have collected Personal Data from anyone under the age of 13 without verification of parental consent, We take steps to remove that information from Our servers.
If We need to rely on consent as a legal basis for processing Your information and Your country requires consent from a parent, We may require Your parent's consent before We collect and use that information.
Links to Other Websites
We have no control over and assume no responsibility for the content, privacy policies or practices of any third party sites or services.
CONSENTAPATIENT® SUBSCRIBER AGREEMENT
Table of contents:
Registration as a subscriber; application of terms to you; your account
Billing, payment and other subscriptions
User generated content
Disclaimers; limitation of liability; no guarantees.
Amendments to this agreement
Term and termination
Applicable law/mediation/jurisdiction/Solicitor’s fees
Dispute resolution/binding arbitration/class action waiver
This consentapatient Subscriber Agreement ("Agreement") is a legal document that explains your rights and obligations as a subscriber of consentapatient from Bloomsbury Health Limited, a Company under the laws of England and Wales
Please read it carefully.
SECTION 18 CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. IT AFFECTS HOW DISPUTES ARE RESOLVED. PLEASE READ IT.
8. REGISTRATION AS A SUBSCRIBER; APPLICATION OF TERMS TO YOU; YOUR ACCOUNT
consentapatient is an online service offered by Bloomsbury Health Limited.
You become a subscriber of consentapatient ("Subscriber") by completing the registration for a consentapatient user account. This Agreement takes effect as soon as you indicate your acceptance of these terms. You may not become a subscriber if you are not a healthcare professional. consentapatient is not intended for non-healthcare professionals.
Bloomsbury Health Limited will not knowingly collect personal information from users who are not healthcare professionals.
A. Contracting Party
For any interaction with consentapatient your contractual relationship is with Bloomsbury Health Limited. Except as otherwise indicated at the time of the transaction (such as in the case of purchases from another Subscriber in a Subscription Marketplace), any transactions for Subscriptions (as defined below) you make on consentapatient are being made from Bloomsbury Health Limited.
B. Subscriptions; Content and Services
As a Subscriber you may obtain access to certain services, software and content available to Subscribers. The consentapatient client software and any other software, content, and updates you download or access via consentapatient, including but not limited to Bloomsbury Health Limited or third-party software and in-subscription content are referred to in this Agreement as "Content and Services;" the rights to access and/or use any Content and Services accessible through consentapatient are referred to in this Agreement as "Subscriptions."
C. Your Account
When you complete consentapatient’s registration process, you create a consentapatient account ("Account"). Your Account may also include billing information you provide to Bloomsbury Health Limited for the purchase of Subscriptions, Content and Services. You may not reveal, share or otherwise allow others to use your password or Account except as otherwise specifically authorized by Bloomsbury Health Limited. You are responsible for the confidentiality of your login and password and for the security of your computer system. Bloomsbury Health Limited is not responsible for the use of your password and Account or for all of the communication and activity on consentapatient that results from use of your login name and password by you, or by any person to whom you may have intentionally or by negligence disclosed your login and/or password in violation of this confidentiality provision. Unless it results from Bloomsbury Health Limited’s negligence or fault, Bloomsbury Health Limited is not responsible for the use of your Account by a person who fraudulently used your login and password without your permission. If you believe that the confidentiality of your login and/or password may have been compromised, you must notify Bloomsbury Health Limited via firstname.lastname@example.org without any delay.
Your Account, including any information pertaining to it (e.g. contact information, billing information, Account history and Subscriptions, etc.), is strictly personal. You may therefore not sell or charge others for the right to use your Account, or otherwise transfer your Account, nor may you sell, charge others for the right to use, or transfer any Subscriptions other than if and as expressly permitted by this Agreement (including any Subscription Terms or Rules of Use) or as otherwise specifically permitted by Bloomsbury Health Limited.
D. Payment Processing
Credit card payment processing related to Content and Services purchased on consentapatient is performed by Stripe Payments Europe, Ltd. on behalf of Bloomsbury Health Limited depending on the type of payment method used. For any other type of purchases, payment will be collected by Bloomsbury Health Limited Company directly. In any case, delivery of Content and Services is performed by Bloomsbury Health Limited Company.
A. General Content and Services Licence
Bloomsbury Health Limited hereby grants, and you accept, a non-exclusive licence and right, to use the Content and Services to seek and obtain consent from patients under your direct care. This licence ends upon termination of (a) this Agreement or (b) a Subscription that includes the licence. The Content and Services are licensed, not sold. Your licence confers no title or ownership in the Content and Services. To make use of the Content and Services, you must have a consentapatient Account.
For reasons that include, without limitation, system security, stability, and user interoperability, consentapatient may need to automatically update, pre-load, create new versions of or otherwise enhance the Content and Services and accordingly, the system requirements to use the Content and Services may change over time. You consent to such automatic updating. You understand that this Agreement (including applicable Subscription Terms) does not entitle you to future updates, new versions or other enhancements of the Content and Services associated with a particular Subscription, although Bloomsbury Health Limited may choose to provide such updates, etc. in its sole discretion.
B. Beta Software Licence
Bloomsbury Health Limited may from time to time make software accessible to you via consentapatient prior to the general commercial release of such software ("Beta Software"). You are not required to use Beta Software, but if Bloomsbury Health Limited offers it, you may elect to use it under the following terms. Beta Software will be deemed to consist of Content and Services, and each item of Beta Software provided will be deemed a Subscription for such Beta Software, with the following provisions specific to Beta Software:
Your right to use the Beta Software may be limited in time, and may be subject to additional Subscription Terms;
Bloomsbury Health Limited or any Bloomsbury Health Limited affiliate may request or require that you provide suggestions, feedback, or data regarding your use of the Beta Software, which will be deemed User Generated Content under Section 13 (User Generated Content) below; and
In addition to the waivers and limitations of liability for all Software under Section 14 (Disclaimers; Limitations on Liability; No Guarantees; Limited Warranty & Agreement) below as applicable, you specifically acknowledge that Beta Software is only released for testing and improvement purposes, in particular to provide Bloomsbury Health Limited with feedback on the quality and usability of the Beta Software, and therefore contains errors, is not final and may create incompatibilities or damage to your computer, data, and/or software. If you decide to use Beta Software, you shall only use it in compliance with its purposes, i.e. for testing and improvement purposes and in any case not on a system or for purposes where the malfunction of the Beta Software can cause any kind of damage.
F. Ownership of Content and Services
All title, ownership rights and intellectual property rights in and to the Content and Services and any and all copies thereof, are owned by Bloomsbury Health Limited. All rights are reserved, except as expressly stated herein. The Content and Services are protected by copyright laws, international copyright treaties and conventions and other laws. The Content and Services contain certain licenced materials and Bloomsbury Health Limited may protect their rights in the event of any violation of this Agreement.
G. Restrictions on Use of Content and Services
You may not use the Content and Services for any purpose other than the permitted access to consentapatient and your Subscription, and to make personal, non-commercial use of your Subscriptions, except as otherwise permitted by this Agreement or applicable Subscription Terms. Except as otherwise permitted under this Agreement (including any Subscription Terms or Rules of Use), or under applicable law notwithstanding these restrictions, you may not, in whole or in part, copy, photocopy, reproduce, publish, distribute, translate, reverse engineer, derive source code from, modify, disassemble, decompile, create derivative works based on, or remove any proprietary notices or labels from the Content and Services or any software accessed via consentapatient without the prior consent, in writing, of Bloomsbury Health Limited.
You are entitled to use the Content and Services for your own personal use, but you are not entitled to: (i) sell, grant a security interest in or transfer reproductions of the Content and Services to other parties in any way, nor to rent, lease or licence the Content and Services to others without the prior written consent of Bloomsbury Health Limited, except to the extent expressly permitted elsewhere in this Agreement (including any Subscription Terms or Rules of Use); (ii) host or provide matchmaking services for the Content and Services or emulate or redirect the communication protocols used by Bloomsbury Health Limited in any network feature of the Content and Services, through protocol emulation, tunnelling, modifying or adding components to the Content and Services, use of a utility program or any other techniques now known or hereafter developed, for any purpose without the prior written consent of Bloomsbury Health Limited; or (iii) exploit the Content and Services or any of its parts for any commercial purpose, except as expressly permitted elsewhere in this Agreement (including any Subscription Terms or Rules of Use).
10. BILLING, PAYMENT AND OTHER SUBSCRIPTIONS
All charges incurred on consentapatient are payable in advance and final, except as described in Sections 10.I and 14 below.
A. Payment Authorization
Bloomsbury Health Limited’s payment processor is Stripe Payments Europe, Ltd known as ‘The Payment Processor’.
When you provide payment information to The Payment Processor, you represent to Bloomsbury Health Limited that you are the authorized user of the card, PIN, key or account associated with that payment, and you authorize The Payment Processor to charge your credit card. Other fees incurred by you. Bloomsbury Health Limited may require you to provide your address or other information in order to meet its obligations under applicable tax law.
For Subscriptions purchased based on an agreed usage period, where recurring payments are made in exchange for continued use ("Recurring Payment Subscriptions"), by continuing to use the Recurring Payment Subscription you agree and reaffirm that The Payment Processor is authorized to charge your credit card or to process your payment for any applicable recurring payment amounts. If you have purchased any Recurring Payment Subscriptions, you agree to notify Bloomsbury Health Limited promptly of any changes to your credit card account number, its expiration date and/or your billing address, or your PayPal or other payment account number, and you agree to notify Bloomsbury Health Limited promptly if your credit card or PayPal or other payment account expires or is cancelled for any reason.
If your use of consentapatient is subject to any type of use or sales tax, then Bloomsbury Health Limited may also charge you for those taxes, in addition to the Subscription or other fees published in the Rules of Use. The European Union VAT ("VAT") tax amounts collected by Bloomsbury Health Limited reflect VAT due on the value of any Content and Services, or Subscription.
You agree that you will not use IP proxying or other methods to disguise the place of your residence, whether to circumvent geographical restrictions on game content, to purchase at pricing not applicable to your geography, or for any other purpose. If you do this, Bloomsbury Health Limited may terminate your access to your Account.
B. Responsibility for Charges Associated With Your Account
As the Account holder, you are responsible for all charges incurred, including applicable taxes, and all purchases made by you. If you cancel your Account, The Payment Processor reserves the right to collect fees, surcharges or costs incurred before cancellation. Any delinquent or unpaid Accounts must be settled before Bloomsbury Health Limited will allow you to register again.
G. Free Subscriptions
In some cases, Bloomsbury Health Limited may offer a free Subscription to certain services, software and content. As with all Subscriptions, you are always responsible for any Internet service provider, telephone, and other connection fees that you may incur when using consentapatient, even when Bloomsbury Health Limited offers a free Subscription.
H. Third-Party Sites
consentapatient may provide links to other third-party sites. Some of these sites may charge separate fees, which are not included in and are in addition to any Subscription or other fees that you may pay to Bloomsbury Health Limited. consentapatient may also provide access to third-party vendors, who provide content or services on consentapatient or the Internet. Any separate charges or obligations you incur in your dealings with these third parties are your responsibility. Bloomsbury Health Limited makes no representations or warranties, either express or implied, regarding any third party site. In particular, Bloomsbury Health Limited makes no representation or warranty that any service or subscription offered via third-party vendors will not change or be suspended or terminated.
I. Refunds and Right of Withdrawal
Without prejudice to any statutory rights you may have, you can request a refund for your purchases on consentapatient in accordance with the terms of Bloomsbury Health Limited’s Refund Policy.
You can request a refund for any reason. Maybe you used consentapatient for an hour and just didn't like it.
It doesn't matter. Bloomsbury Health Limited will, upon request via email@example.com, issue a refund for any reason, if the request is made within two hours of purchase.
You will be issued a full refund within a week of approval. You will receive the refund through the same payment method you used to make the purchase.
Where Refunds Apply
Bloomsbury Health Limited offer refund, within two weeks of purchase
We are unable to offer refunds for video content.
Refunds are designed to remove the risk from accidental purchase not as a method to obtain a free trial. If it appears that you are abusing a refund, we may stop it.
How to Request a Refund
You can request a refund or get other assistance with your purchase at firstname.lastname@example.org
11. ONLINE CONDUCT
Your online conduct and interaction with other Subscribers and Patients should be guided by common sense and basic etiquette.
You agree that you will not tamper with the execution of consentapatient or Content and Services unless otherwise authorized by Bloomsbury Health Limited. You acknowledge and agree that Bloomsbury Health Limited may terminate your Account or a particular Subscription for any conduct or activity that is illegal, or otherwise negatively affects consentapatient. You acknowledge that Bloomsbury Health Limited is not required to provide you notice before terminating your Subscription(s) and/or Account.
You may not use any other unauthorized third-party software, to modify or automate any software process of consentapatient.
12. THIRD-PARTY CONTENT AND TRANSLATION
In regard to all Subscriptions, Content and Services that are not authored by Bloomsbury Health Limited, Bloomsbury Health Limited does not screen such third-party content available on consentapatient or through other sources. Bloomsbury Health Limited assumes no responsibility or liability for such third party content.
consentapatient provides translation powered by third party services. Bloomsbury Health disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties of merchantability, fitness for a particular purpose and non infringement.
The service has been translated for your convenience using translation software. Reasonable efforts have been made to provide an accurate translation, however, no automated translation is perfect nor is it intended to replace human translators. Translations are provided as a service to users and are provided "as is." No warranty of any kind, either expressed or implied, is made as to the accuracy, reliability, or correctness of any translations made from English into any other language. Some content (such as images, videos, Flash, etc.) may not be accurately translated due to the limitations of the translation software.
The official text is the English version of the website. Any discrepancies or differences created in the translation are not binding and have no legal effect for compliance or enforcement purposes. If any questions arise related to the accuracy of the information contained in the translated website, refer to the English version of the website which is the official version.
13. USER GENERATED CONTENT
A. General Provisions
consentapatient provides interfaces and tools for you to be able to generate content and make it available to other users and/or to Bloomsbury Health Limited at your sole discretion. "User Generated Content" means any content you make available to other users through your use of multi-user features of consentapatient, or to Bloomsbury Health Limited or its affiliates through your use of the Library.
If you provide Bloomsbury Health Limited with any feedback or suggestions about consentapatient, the Content and Services, or any Bloomsbury Health Limited products, or services, Bloomsbury Health Limited is free to use the feedback or suggestions however it chooses, without any obligation to account to you.
B. Content Uploaded to the Consentapatient Library
consentpatient allows you to create User Generated Content and to submit that User Generated Content (a “Contribution”) to the consentapatient User Generated Content Library (UGCL). Contributions can be viewed or used by the consentapatient community. In some cases, Contributions may be considered for re-sale in the UGCL.
You understand and agree that Bloomsbury Health Limited is not obligated to use, distribute, or continue to distribute any Contribution and reserves the right, but not the obligation, to restrict or remove Contributions for any reason.
In particular, where Contributions are distributed for a fee, Specific Terms will address how revenue may be shared. Unless otherwise specified in Specific Terms (if any), the following general rules apply to Contributions.
Contributions are Subscriptions, and therefore you agree that any Subscriber receiving distribution of your Contribution will have the same rights to use your Contribution (and will be subject to the same restrictions) as are set out in this Agreement for any other Subscriptions.
Notwithstanding the licence described in Section 13.A., Bloomsbury Health Limited will only have the right to modify or create derivative works from your Contribution in the following cases: (a) Bloomsbury Health Limited may make modifications necessary to make your Contribution compatible with consentapatient and the Library functionality or user interface, and (b) Bloomsbury Health Limited or the applicable developer may make modifications to Contributions that are accepted for in-Application distribution as it deems necessary or desirable to enhance user experience.
You may, in your sole discretion, choose to remove your Contribution from the Library. If you do so, Bloomsbury Health Limited will no longer have the right to use, distribute, transmit, communicate, publicly display the Contribution, except that (a) Bloomsbury Health Limited may continue to exercise these rights for any Contribution that is accepted for distribution or distributed in a manner that allows it to be used in-application, and (b) your removal will not affect the rights of any Subscriber who has already obtained access to the Contribution.
Except where otherwise provided in Specific Terms, you agree that Bloomsbury Health Limited’s consideration of your Contribution is your full compensation, and you are not entitled to any other rights or compensation in connection with the rights granted to Bloomsbury Health Limited and to other Subscribers.
If your Contribution is a collaboration with Bloomsbury Health Limited media production team you will be credited according to our editorial discretion otherwise you are responsible to watermark any of your own Contributions which you upload to the UCGL. Contributions in collaboration with Bloomsbury Health Limited media production team may only be presented on Bloomsbury Health Limited's products and your own private practice website.
C. Promotions and Endorsements
If you use consentapatient services to promote or endorse a product, service or event you must clearly indicate the source of such consideration to your audience.
D. Representations and Warranties
You represent and warrant to us that you have sufficient rights in all User Generated Content to grant Bloomsbury Health Limited and other affected parties the licences described under A. and B. above. This includes, without limitation, any kind of intellectual property rights or other proprietary or personal rights affected by or included in the User Generated Content. In particular, with respect to Contributions, you represent and warrant that the Contribution was originally created by you (or, with respect to a Contribution to which others contributed besides you, by you and the other contributors, and in such case that you have the right to submit such Contribution on behalf of those other contributors).
You furthermore represent and warrant that the User Generated Content, your submission of that Content, and your granting of rights in that Content does not violate any applicable contract, law or regulation.
14. DISCLAIMERS; LIMITATION OF LIABILITY; NO GUARANTEES
Prior to acquiring a Subscription, you should consult the product information made available on consentapatient, including Subscription description, minimum technical requirements, and user reviews.
To the maximum extent permitted by applicable law, Bloomsbury Health limited and its affiliates and service providers expressly disclaim (i) any warranty for consentapatient, the content and services, and the subscriptions, and (ii) any common law duties with regard to consentapatient, the content and services, and the subscriptions, including duties of lack of negligence and lack of workmanlike effort. consentapatient, the content and services, the subscriptions, and any information available in connection therewith are provided on an "as is" and "as available" basis, "with all faults" and without warranty of any kind, either express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Any warranty against infringement that may be provided is expressly disclaimed. Also, there is no warranty of title, non-interference with your enjoyment, or authority in connection with consentapatient, the content and services, the subscriptions, or information available in connection therewith.
Any warranty against infringement that may be provided is expressly disclaimed.
B. LIMITATION OF LIABILITY
To the maximum extent permitted by applicable law, neither Bloomsbury Health Limited, its licensors, nor their affiliates, nor any of Bloomsbury Health Limited’s service providers, shall be liable in any way for loss or damage of any kind resulting from the use or inability to use consentapatient, your account, your subscriptions and the content and services including, but not limited to, loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses. in no event will Bloomsbury Health Limited be liable for any indirect, incidental, consequential, special, punitive or exemplary damages, or any other damages arising out of or in any way connected with consentapatient, the content and services, the subscriptions, and any information available in connection therewith, or the delay or inability to use the content and services, subscriptions or any information, even in the event of Bloomsbury Health Limited’s or its affiliates’ fault, tort (including negligence), strict liability, or breach of Bloomsbury Health Limited’s warranty and even if it has been advised of the possibility of such damages. These limitations and liability exclusions apply even if any remedy fails to provide adequate recompense.
Some jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, each of Bloomsbury Health Limited, its licensors, and its affiliates’ liability shall be limited to the full extent permitted by law.
C. NO GUARANTEES
To the maximum extent permitted by applicable law, neither Bloomsbury Health Limited nor its affiliates guarantee continuous, error-free, virus-free or secure operation and access to consentapatient, the content and services, your account and/or your subscription(s) or any information available in connection therewith.
15. AMENDMENTS TO THIS AGREEMENT
A. Mutual Amendment
This Agreement may at any time be mutually amended by your explicit consent to changes proposed by Bloomsbury Health Limited.
B. Unilateral Amendment
Furthermore, Bloomsbury Health Limited may amend this Agreement (including any Subscription Terms or Rules of Use) unilaterally at any time in its sole discretion. In this case, you will be notified by e-mail of any amendment to this Agreement made by Bloomsbury Health Limited at least 30 (30) days before the effective date of the amendment. You can view the Agreement at any time at www.bloomsburyhealthhealth.org/consentapatient-terms. Your failure to cancel your Account prior to the effective date of the amendment will constitute your acceptance of the amended terms. If you don’t agree to the amendments or to any of the terms in this Agreement, your only remedy is to cancel your Account or to cease use of the affected Subscription(s). Bloomsbury Health Limited shall not have any obligation to refund any fees that may have accrued to your Account before cancellation of your Account or cessation of use of any Subscription, nor shall Bloomsbury Health Limited have any obligation to prorate any fees in such circumstances.
16. TERM AND TERMINATION
The term of this Agreement (the "Term") commences on the date you first log in into consentapatient and indicate your acceptance of these terms, and will continue in effect until otherwise terminated in accordance with this Agreement.
B. Termination by You
You may cancel your Account at any time. You may cease use of a Subscription at any time or, if you choose, you may request that Bloomsbury Health Limited terminate your access to a Subscription. However, Subscriptions are not transferable. Access to Subscriptions purchased as a part of a pack or bundle cannot be terminated individually. Your cancellation of an Account, or your cessation of use of any Subscription or request that access to a Subscription be terminated, will not entitle you to any refund, including of any Subscription fees. Bloomsbury Health Limited reserves the right to collect fees, surcharges or costs incurred prior to the cancellation of your Account or termination of your access to a particular Subscription.
C. Termination by Bloomsbury Health Limited
Bloomsbury Health Limited may cancel your Account or any particular Subscription(s) at any time in the event that (a) Bloomsbury Health Limited ceases providing such Subscriptions to similarly situated Subscribers generally, or (b) you breach any terms of this Agreement (including any Subscription Terms or Rules of Use). In the event that your Account or a particular Subscription is terminated or cancelled by Bloomsbury Health Limited for a violation of this Agreement or improper or illegal activity, no refund of any Subscription fees will be granted.
D. Survival of Terms
All sections will survive any expiration or termination of this Agreement.
17. APPLICABLE LAW/MEDIATION/JURISDICTION/SOLICITORS’ FEES
In the event of a dispute relating to the interpretation, the performance or the validity of the Subscriber Agreement, an amicable solution will be sought before any legal action. You can file your complaint at email@example.com.
In the event that out-of-court dispute resolutions fail, the dispute may be brought before the competent courts.
18. DISPUTE RESOLUTION/BINDING ARBITRATION/CLASS ACTION WAIVER
This Section 18 shall apply to the maximum extent permitted by applicable law.
Most user concerns can be resolved at firstname.lastname@example.org.
If Bloomsbury Health Limited is unable to resolve your concerns and a dispute remains between you and Bloomsbury Health Limited, this Section explains how the parties have agreed to resolve it.
A. Must Arbitrate All Claims Except IP, Unauthorized Use, Piracy, or Theft
You and Bloomsbury Health Limited agree to resolve all disputes and claims between us in individual binding arbitration. That includes, but is not limited to, any claims arising out of or relating to: (i) any aspect of the relationship between us; (ii) this agreement; or (iii) your use of consentapatient, your account, hardware or the content and services. It applies regardless of whether such claims are based in contract, tort, statute, fraud, unfair competition, misrepresentation or any other legal theory, and includes all claims brought on behalf of another party.
However, this Section 18 does not apply to the following types of claims or disputes, which you or Bloomsbury Health Limited may bring in any court with jurisdiction: (i) claims of infringement or other misuse of intellectual property rights, including such claims seeking injunctive relief; and (ii) claims related to or arising from any alleged unauthorized use, piracy, or theft.
This Section 18 does not prevent you from bringing your dispute to the attention of any federal, state, or local government agencies that can, if the law allows, seek relief from us for you.
An arbitration is a proceeding before a neutral arbitrator, instead of before a judge or jury. Arbitration is less formal than a lawsuit in court, and provides more limited discovery. It follows different rules than court proceedings, and is subject to very limited review by courts. The arbitrator will issue a written decision and provide a statement of reasons if requested by either party. You understand that you and Bloomsbury Health Limited are giving up the right to sue in court and to have a trial before a judge or jury.
B. Try to Resolve Dispute Informally First
You and Bloomsbury Health Limited agree to make reasonable, good faith efforts to informally resolve any dispute before initiating arbitration. A party who intends to seek arbitration must first send the other a written notice that describes the nature and basis of the claim or dispute and sets forth the relief sought. If you and Bloomsbury Health Limited do not reach an agreement to resolve that claim or dispute within 30 days after the notice is received, you or Bloomsbury Health Limited may commence an arbitration. Written notice to Bloomsbury Health Limited must be sent via email@example.com
C. Arbitration Rules and Fees
Bloomsbury Health Limited will select a neutral arbitration provider. It may be conducted through the submission of documents, by phone, or email.
If you seek $14,000 or less, Bloomsbury Health Limited agrees to promptly reimburse your filing fee and your share if any of arbitration costs, including arbitrator compensation, unless the arbitrator determines your claims are frivolous or were filed for harassment. Bloomsbury Health Limited agrees not to seek its Solicitors’ fees or costs unless the arbitrator determines your claims are frivolous or were filed for harassment. If you seek more than $14,000 the arbitration costs, including arbitrator compensation, will be split between you and Bloomsbury Health Limited
D. Individual Binding Arbitration Only
You and Bloomsbury Health Limited agree not to bring or participate in a class or representative action, private solicitor general action, whistle blower action, or class, collective, or representative arbitration. The Arbitrator may award relief only in favor of the individual party seeking relief and only to the extent of that party’s individual claim. You and Bloomsbury Health Limited also agree not to seek to combine any action or arbitration with any other action or arbitration without the consent of all parties to this Agreement and all other actions or arbitrations.
This Agreement does not permit class, collective, or representative arbitration. A court has exclusive authority to rule on any assertion that it does.
E. What Happens if Part of Section 18 Is Found Illegal or Unenforceable
If any part of Section 19 (Dispute Resolution/Binding Arbitration/Class Action Waiver) is found to be illegal or unenforceable, the rest will remain in effect (with an arbitration award issued before any court proceeding begins), except that if a finding of partial illegality or unenforceability would allow class, collective, or representative arbitration, all of Section 11 will be unenforceable and the claim or dispute will be resolved in court.
Bloomsbury Health Limited’s obligations are subject to existing laws and legal process and Bloomsbury Health Limited may comply with law enforcement or regulatory requests or requirements notwithstanding any contrary term.
This Agreement was last updated on 30th March, 2021 ("Revision Date"). If you were a Subscriber before the Revision Date, it replaces your existing agreement with Bloomsbury Health Limited on the day that it becomes effective according to Section 16 above.