Terms of Service

About these terms

These Terms of Service ("Terms") are an agreement between [ Insert Legal Entity Name ] ("ClinicGem", "we", "us") and the clinic or individual practitioner that signs up for ClinicGem ("Clinic", "you"). They also apply to every person the Clinic invites to use its account ("Users").

By creating an account or using ClinicGem, you agree to these Terms and to our Privacy Policy. If you are accepting on behalf of a business, you confirm you have authority to bind that business.

Definitions

• Service — the ClinicGem web application, online booking pages, client portal, and related emails and support.
• Clinic Data — all information the Clinic or its Users put into the Service, including client contact details, intake forms, treatment notes, appointments, invoices, and uploaded files.
• Client — a person who receives services from the Clinic and whose information is stored in the Service.

Accounts and security

• Every User must have their own login. Accounts may not be shared.
• The Clinic decides who gets access and what each User can see and do, using roles and permissions. The Clinic must remove access promptly when a User leaves.
• You must keep passwords confidential and tell us right away at security@clinicgem.com if you suspect unauthorized access.
• You are responsible for activity under your account, except where it results from our failure to meet our security obligations.

Plans, billing, and cancellation

• Paid plans are billed monthly in advance, in Canadian dollars, through our payment processor, Stripe. Prices exclude applicable taxes (such as GST).
• Plan features and limits are described on our pricing page. If you exceed a plan's limits, some features may be restricted until you upgrade.
• You may cancel at any time. Cancellation takes effect at the end of the current billing period, and you keep access until then.
• Refunds: [ Insert Refund Policy ].
• We may change prices with at least [ Insert Price Change Notice Period, e.g. 30 days ] notice by email. Changes apply from your next billing period.

Clinic Data and privacy

Who is responsible

The Clinic is the organization responsible for Clinic Data under privacy law (including Alberta's PIPA and the federal PIPEDA). ClinicGem is the Clinic's service provider. The Clinic owns its Clinic Data.

How we handle Clinic Data

We will:

• Use Clinic Data only to provide, secure, and support the Service, or as the law requires.
• Not sell Clinic Data, use it for advertising, or use it to train artificial intelligence models.
• Limit our own staff's access to what is needed to provide support you request, keep the Service secure, or meet legal obligations.
• Protect Clinic Data with reasonable security safeguards appropriate to health information, as described in our Privacy Policy.
• Use only the service providers listed in our Privacy Policy, require them to protect Clinic Data, and tell you before adding a new one that processes Clinic Data.
• Help the Clinic respond to its Clients' requests to access or correct their information.

Privacy breaches

If we become aware of a security incident affecting Clinic Data, we will notify the Clinic without unreasonable delay (our target is within 72 hours of confirming the incident), share what we know, and cooperate with the Clinic's response, including any notice the Clinic must give to the Office of the Information and Privacy Commissioner of Alberta, the Office of the Privacy Commissioner of Canada, or affected Clients.

Record retention

Regulated health professions require Clinics to keep client records for a minimum period set by each profession's regulatory college (for example, Alberta massage therapy standards require at least 10 years after the client's last visit). In ClinicGem, team members archive clinical records instead of deleting them, and the system blocks permanent deletion of client files, appointments, treatment notes, and form submissions. The Clinic remains responsible for deciding how long its records are kept, within the law.

When your account ends

After cancellation or termination, the Clinic may export its Clinic Data for [ Insert Export Window, e.g. 90 days ]. After that period, we will securely destroy Clinic Data unless the Clinic asks us in writing to keep it longer for its retention obligations, or the law requires us to keep it. Backup copies are destroyed on our normal backup cycle.

Your responsibilities

The Clinic is responsible for:

• Having a lawful purpose for collecting its Clients' information, and obtaining any consent the law requires.
• Giving Clients the privacy notices the law requires, including any notice about storage outside Canada.
• Sending marketing emails only to Clients who have agreed to receive them, as required by Canada's Anti-Spam Legislation (CASL).
• The accuracy of Clinic Data and of the clinical records its practitioners write.
• Meeting its professional and regulatory obligations. ClinicGem is a software tool and does not provide clinical, legal, or tax advice.

Acceptable use

You must not:

• Use the Service for anything unlawful, or to store information you have no right to hold.
• Try to access another clinic's data, get around security or plan limits, or disrupt the Service.
• Reverse-engineer, resell, or copy the Service, except as the law allows.
• Upload malware or send spam through the Service.

We may suspend access that breaches this section or puts other users at risk. Where reasonable, we will tell you first and give you a chance to fix the problem.

Payments your clinic collects

If the Clinic collects payments from Clients through ClinicGem, the payments are processed by the Clinic's own payment account (for example, Stripe). The Clinic is the merchant, is responsible for its refunds and disputes, and must follow the payment provider's terms. ClinicGem is not a party to those transactions.

Online booking and the client portal

Clients who book online or sign in to a Clinic's client portal use the Service on the Clinic's behalf. The Clinic's own policies (such as its cancellation policy) govern its relationship with its Clients.

Our intellectual property

ClinicGem owns the Service, including its software, design, and content, other than Clinic Data. We give the Clinic a non-exclusive, non-transferable right to use the Service during its subscription. If you send us feedback, we may use it without obligation to you.

Availability and changes to the Service

We aim to keep the Service available at all times but do not guarantee uninterrupted access. We may carry out maintenance, and will try to schedule it outside Clinic business hours in Canada. We may improve or change features; we will not make changes that materially reduce the security of Clinic Data.

Disclaimers

Except as stated in these Terms, the Service is provided "as is". To the extent the law allows, we disclaim implied warranties, including merchantability and fitness for a particular purpose.

Limitation of liability

To the extent the law allows, neither party is liable for indirect, incidental, or consequential damages, or lost profits. ClinicGem's total liability under these Terms is limited to [ Insert Liability Cap, e.g. fees paid in the 12 months before the claim ]. These limits do not apply to [ Insert Liability Carve-outs ].

Indemnity

The Clinic will defend and indemnify ClinicGem against third-party claims arising from Clinic Data the Clinic had no right to collect, or from the Clinic's breach of these Terms or of the law.

Termination

Either party may end this agreement by cancelling the subscription. We may terminate for a material breach that is not fixed within [ Insert Cure Period, e.g. 30 days ] of notice, or immediately where required by law. The sections on Clinic Data, intellectual property, limitation of liability, and indemnity continue after termination.

Governing law

These Terms are governed by the laws of the Province of Alberta and the federal laws of Canada that apply there. The courts of Alberta, sitting in Calgary, have exclusive jurisdiction, unless [ Insert Dispute Resolution Alternative, if any ].

Changes to these Terms

We may update these Terms. We will post the new version here with a new version number and "last updated" date, and email the Clinic account owner at least [ Insert Terms Change Notice Period, e.g. 30 days ] before material changes take effect. Continuing to use the Service after that date means you accept the updated Terms.

Contact

• Email: support@clinicgem.com (general), privacy@clinicgem.com (privacy), security@clinicgem.com (security)
• Mail: [ Insert Business Mailing Address ]
• Legal review: [ Insert Lawyer Name ], [ Insert Law Firm Name ]