FrontRx Terms of Use

Effective date: September 16, 2026

Last updated: September 16, 2026

Welcome to FrontRx (hereinafter the "Platform"), a service operated by FrontRx Inc. (hereinafter "FrontRx"). The Platform is designed to transcribe clinical conversations and generate administrative and clinical documents for healthcare professionals, in order to improve the patient-healthcare professional relationship and continuity of care. Our services are accessible through a mobile application and through a professional portal intended for the health and social services sector.

These Terms of Use are entered into between FrontRx, a Canadian commercial corporation whose head office is located at 8595 Boul. Saint-Laurent, Montréal, QC, H2P 2M9, and the Authorized User identified when creating their account or activating their access to the FrontRx Platform (the "Authorized User" or "You"), FrontRx and the Authorized User each being a "Party" and collectively the "Parties".

1. Definitions

   "Services" means the access to and use of the Platform granted to Authorized Users, and all the features, functionalities, and Content provided by the Platform. Relying on artificial intelligence ("AI") systems acting solely as a clinical and administrative support tool, the Services include in particular:

   1. the recording and transcription of clinical conversations,
   2. the generation of medical and administrative documents, including medical billing reports intended for the Régie de l'assurance maladie du Québec ("RAMQ"), and
   3. the management of collaborative patient lists.

   OUR PLATFORM ACTS EXCLUSIVELY AS A CLINICAL AND ADMINISTRATIVE SUPPORT TOOL AND CONSTITUTES NEITHER AN AUTOMATED DECISION-MAKING SYSTEM WITHIN THE MEANING OF THE LAW, NOR AN ELECTRONIC MEDICAL RECORD ("EMR") OR ELECTRONIC HEALTH RECORD ("EHR"). AUTHORIZED USERS, AS MEMBERS OF A REGULATED HEALTH PROFESSION, REMAIN FULLY AND EXCLUSIVELY RESPONSIBLE FOR CLINICAL DECISION-MAKING, MEDICAL ADVICE, DIAGNOSES, TREATMENTS, PRESCRIPTIONS, AND MEDICAL PROCEDURES PERFORMED, AS WELL AS FOR THE FULL VERIFICATION, REVIEW, AND VALIDATION OF THE CONTENT OF ANY DOCUMENT GENERATED THROUGH THE PLATFORM. IT IS THE EXCLUSIVE RESPONSIBILITY OF THE AUTHORIZED USER TO ENSURE THE RETENTION AND ARCHIVING OF RELEVANT CLINICAL DOCUMENTS IN THE EHR OR EMR OF THE APPLICABLE HEALTHCARE INSTITUTION.

   THE AUTHORIZED USER IS ALSO RESPONSIBLE FOR COMPLIANCE WITH ALL LAWS, REGULATIONS, STANDARDS, AND OTHER REQUIREMENTS RELATING TO THE PROVISION OF HEALTH SERVICES AND CARE, INCLUDING BUT NOT LIMITED TO THE PROFESSIONAL CODE, THE MEDICAL ACT, AND THE CODE OF ETHICS OF PHYSICIANS.

   OUR PLATFORM IN NO WAY REPLACES THE PROFESSIONAL, CLINICAL, AND INDEPENDENT JUDGMENT OF THE AUTHORIZED USER. FRONTRX DOES NOT SUPERVISE, DIRECT, OR CONTROL THE PROVISION OF HEALTH SERVICES NOR THE PROFESSIONAL CONDUCT OR MEDICAL ACTS OF AUTHORIZED USERS. CONSEQUENTLY, FRONTRX INC., ITS OFFICERS, EMPLOYEES, AND PARTNERS MAY IN NO EVENT BE HELD LIABLE FOR ANY HARM, MEDICAL ACT, OMISSION, DIAGNOSIS, TREATMENT, OR HEALTH SERVICE PROVIDED BY AN AUTHORIZED USER.

   "Authorized User" means any natural or legal person accessing or using the Services, including the authorized employees, representatives, and staff members of FrontRx, as well as any person invited to create an account in the context of their employment or affiliation with an institution in the health and social services sector, whether a healthcare professional practising individually or a healthcare institution.

   "Personal Information" means any information concerning a natural person that allows them to be identified, directly or indirectly, alone or in combination with other information. This includes, without limitation, name, contact details, date of birth, health insurance number, as well as any information relating to their physical or mental health, their treatments, the healthcare professional providing services, the services received, medical results, use of the Platform, or any other information of a similar nature collected in the context of using the Services.

   "Confidential Information" means any medical, technical, scientific, financial, legal, or commercial information, trade secrets, information about products, operations, processes, marketing plans, business strategies, clients or Authorized Users, personal information, or any other information considered confidential or proprietary, disclosed or provided, directly or indirectly, by one Party (the "Disclosing Party") to the other Party (the "Receiving Party"), relating to its professional activities, its business strategies or opportunities, its intellectual property, or to its clients, patients, employees, or partners, which is:

   1. identified as confidential at the time of its disclosure;
   2. disclosed in a context of confidentiality; or
   3. understood by the Receiving Party, acting reasonably, to be confidential.

   "Content" of the Platform means, without limitation, all information and data – with the exception of information concerning the Authorized User and information collected during or following a medical consultation –, products, materials, services, applications, designs, models, and software tools (including any corrected, new, augmented, or improved version, any error or bug correction, and any related documentation, regardless of form or medium), as well as the design elements, texts, images, photographs, illustrations, audio and video content, and graphics contained therein or otherwise made available to you in connection therewith and, unless the context clearly requires otherwise or we explicitly provide in writing, the term "Platform" includes all such Content.

2. Acceptance of the Terms of Use of our Platform and our Services

   By accessing the Platform, or by clicking an "I accept" box or other similar electronic acceptance, you acknowledge that you have read these Terms of Use and agree to be bound by them, as well as by our Privacy Policy, which describes how FrontRx protects the personal information of Authorized Users of the Platform. In the event of a conflict between the English version and the French version of these Terms of Use, the French version prevails.

   If you do not accept these Terms of Use and our Privacy Policy, please do not access or use our Platform and our Services.

3. Access to the Platform

   Creating your account: Access to and use of our Platform are reserved for healthcare professionals at least 18 years of age and for healthcare institutions. To access and use our Platform, you must first create an account. For this purpose, you will need to provide personal information, including your first and last name, professional email address, specialty, telephone number, as well as the healthcare institution where you practise. By creating your account, you represent and warrant that the information provided is true, accurate, current, and complete, that you hold the status of healthcare professional or authorized representative of a healthcare institution, and that you will maintain and update the registration information so that it remains true, accurate, current, and complete.

   Authenticating your login: Authentication credentials, namely username, password, and a multi-factor authentication factor, will be required each time you log in to your account. In addition, we may ask you to provide a photograph of your medical or professional licence, as well as a government-issued identity document, in order to validate your identity when opening or verifying your account.

   Account restrictions: Once your account is created, you become the Authorized User of the Platform. You alone are authorized to use your account. You are strictly prohibited from sharing, assigning, or transferring your account or your registration and authentication credentials to a third party. You remain fully responsible for all activities carried out under your account as well as for compliance with these Terms of Use.

   Account suspension and closure: We reserve the right to suspend your access to the Platform or to close your account in the event of a breach of these Terms of Use, upon the occurrence of a security incident, when a change of role requires the revocation of your access, or if you are relieved of your duties with the healthcare institution that provides FrontRx Services to its staff.

   Interruption, modification, and suspension of the Services: FrontRx may withdraw, suspend, modify, or discontinue any functionality of the Platform or the Services for any reason whatsoever, in particular if our Platform is affected by an unforeseeable and irresistible event, including any causes outside our control with the same characteristics.

   Certain security threats, technical failures, or maintenance requirements may require us to suspend access to the Services in order to ensure their security or optimal operation. We are not liable to you if this occurs, but if it does, we will inform you as soon as possible and take reasonable measures to minimize the interruption of access to the Platform and our Services.

4. Appropriate use of the Platform and the Services

   Subject to compliance with these Terms of Use, we grant you a non-exclusive, revocable, and non-transferable right to use the FrontRx Platform and Services. You must use the Platform and the Services exclusively for professional, clinical, administrative, or audit purposes, in accordance with applicable laws and these Terms of Use.

   You may authorize the collection of your IP address, your login information, information about your browser and device, your operating system, audit logs, security logs, and Platform usage metadata in order to allow FrontRx to ensure that use of the Platform is made in accordance with these Terms of Use and our Privacy Policy, as well as to verify that consultations are conducted in compliance with the laws and regulations of the jurisdiction in which you are located. You are free to consent to the collection of this personal information; however, in order to prevent fraud and to guarantee the security, integrity, and compliance of the service, refusal to share this information prevents any use of the Services.

   Without limiting the scope of the foregoing, you undertake not to use the FrontRx Platform or Services to:

   • 4.1. Regardless of the purpose, reproduce, reverse engineer, disassemble, decompile, duplicate, copy, sell, trade, or resell the functionalities of the Platform or any of our Services;
   • 4.2. Transfer or use on our Services any unauthorized mechanism or code intended to delete, disable, interfere with, or modify any system, software, or data, or allowing unauthorized access or modification;
   • 4.3. Attempt to obtain or obtain unauthorized access to our Platform, its systems, or related networks, whether by technical circumvention, misrepresentation, identity theft, or false declaration as to your identity or professional affiliation;
   • 4.4. Distribute, resell, or allow a third party access to our Platform and our Services without our prior written authorization;
   • 4.5. Rent, lend, timeshare, grant a security interest in our Platform to a third party, or any other form of sublicensing or making available that is not provided for;
   • 4.6. Allow the storage of access codes in cache memory, on proxy servers, or any other location accessible by an individual who is not the Authorized User;
   • 4.7. Upload, publish, or otherwise make available any material that you do not have the right to make available or that infringes a patent, trademark, trade secret, copyright, or other proprietary rights of any person. You will be solely responsible for any damage resulting from such breach;
   • 4.8. Contest, usurp, or infringe, directly or indirectly, any of the Intellectual Property rights, titles, and interests of FrontRx Inc., nor participate in or facilitate the commission of such an act;
   • 4.9. Use, register, or file an application to register any trademark causing or likely to cause confusion with any mark belonging to FrontRx Inc., nor participate in or facilitate the commission of such an act;
   • 4.10. Access or use our Platform and our Services in order to design, develop, or market a similar or competing product or service, or to imitate or copy the functionalities, features, interfaces, or visuals of the Platform;
   • 4.11. Share the non-public Content of our Platform or our Services with a third party;
   • 4.12. Follow, track, or collect any information or personal information concerning any other Authorized User or any other account on the Platform;
   • 4.13. Promote, upload, publish, or make available in any way any material that is abusive, harassing, obscene, vulgar, hateful, invasive of another's privacy, defamatory, or otherwise objectionable or illegal, or that is discriminatory on the basis of race, sex, religion, nationality, disability, sexual orientation, age, family status, or any other legally protected class. We will not tolerate any abuse, offensive speech, or behaviour towards our employees;
   • 4.14. Upload, publish, or distribute to our Platform or our Services any data, corrupted file, or malicious software, virus, or other program intended to damage or disrupt the operation of our systems;
   • 4.15. Probe, scan, or test the vulnerability of the Platform, our systems, servers, or associated networks, or circumvent any security or authentication measure;
   • 4.16. Engage in any activity that interferes with or disrupts the use of the Platform, including by circumventing the measures we may use to prevent unauthorized access to the Platform;
   • 4.17. Share modified, misleading, or false information, including spoofing and phishing;
   • 4.18. Take measures that impose a disproportionate load on systems or networks;
   • 4.19. Use robots, spiders, automated collection tools, scraping or data extraction tools, or any other similar mechanism to access our Platform or our Services without authorization;
   • 4.20. Promote or engage in illegal activities or abuse, including unsolicited advertising and spam; or
   • 4.21. Authorize, permit, induce, or encourage a third party to do any of the foregoing.

   You agree that you are solely responsible for (and that we have no responsibility to you or to any third party for) any breach of your obligations under these Terms of Use and for the consequences (including any loss or damage we may suffer) of such a breach. In addition, FrontRx reserves the right to investigate, suspend, and/or terminate and deactivate your account if you engage in any of the above activities, misuse the Platform, or engage in acts that FrontRx considers inappropriate or illegal.

   You acknowledge and agree that you will refrain from any inappropriate language or behaviour when communicating with FrontRx employees, regardless of whether such language or behaviour is specifically directed at the person with whom you are communicating. Inappropriate language includes, but is not limited to, abusive, harassing, vulgar, hateful, or defamatory speech, or speech that discriminates against others on the basis of sex, race, religion, ethnicity, sexual orientation, family status, or disability.

5. Obligations of the Authorized User

   5.1. Comply with all applicable laws, regulations, and standards, whether federal, provincial, or local, when using the FrontRx Platform and Services, in particular laws relating to the protection of personal information, including the Act respecting health and social services information.

   5.2. You undertake not to share your account or your registration, login, or authentication credentials with a third party, and to maintain their strict confidentiality.

   5.3. You undertake to manage the patient list, their personal information, and the medical documents generated by the Platform confidentially, and to share them only with healthcare professionals who are strictly part of the circle of care of the patient concerned.

   5.4. You undertake to explain our Privacy Policy to patients and to obtain their manifest, free, informed, granular, understandable, temporary, and distinct consent for each specific purpose, before the collection, use, disclosure, and transfer of their personal information to FrontRx and to third parties, for the purposes provided for in these Terms of Use, while verifying the age of patients in order to obtain the prior consent of the holder of parental authority or legal guardian when the patient is a minor under 14 years of age, it being understood that if a person from whom personal information is collected during a consultation refuses to be recorded, you must immediately refrain from using our Platform.

   5.5. You undertake to limit the collection of personal information to what is strictly necessary for the drafting of medical notes and prescriptions, as well as to fully verify, review, and validate any content generated by the Platform by relying on your clinical judgment, your expertise, your knowledge of the context, and on complementary, reliable, and up-to-date sources, in order to make informed decisions.

   5.6. You undertake to immediately notify our Privacy Officer (RPRP) of any decision, complaint, or request relating to the exercise of a patient's rights concerning their personal information.

   5.7. You undertake to immediately notify FrontRx of any known or suspected breach of these Terms of Use, of any unauthorized access to or use of your account, the Services, or the personal information of the patients in your care - including any unauthorized disclosure or sharing of such personal information with healthcare professionals outside the patient's circle of care -, as well as of the loss, theft, or compromise of any device allowing you to access the Platform.

   You remain solely responsible for making any notification required by law with respect to a confidentiality incident, in particular where the incident presents a risk that serious injury may be caused, following an assessment carried out in collaboration with our Privacy Officer, in accordance with our Privacy Policy and section 3.5 of the Act respecting the protection of personal information in the private sector.

   5.8. You understand and agree that FrontRx reserves the right to suspend or terminate access to the Services in the event of a failure to meet the obligations set out in these Terms of Use. If FrontRx withdraws an Authorized User's access due to non-compliance with these Terms of Use, then:

   • Notwithstanding any other provision of these Terms of Use, that access may not be transferred to another Authorized User and will be immediately revoked; and
   • FrontRx reserves the right, at its sole discretion, to refuse to grant any subsequent new access to that Authorized User.

   5.9. You undertake to access the FrontRx Platform and Services only from devices with adequate and up-to-date security controls, including in particular:

   • Automatic screen lock in the event of inactivity;
   • Full disk or device storage encryption;
   • A strong authentication method, including enabling multi-factor authentication (MFA) where supported;
   • The use of a secure password manager;
   • Connecting exclusively to secure networks.

6. Processing of personal information

   By accessing or using the Platform, and in order to provide you with access to the FrontRx Platform and Services, you understand that we collect and use certain personal information concerning you as well as concerning your patients, in accordance with these Terms of Use and our Privacy Policy. Please take the time to read it carefully, as it contains important details about how we collect, process, and protect your personal information and that of your patients.

   Access to the personal information held by FrontRx is strictly limited to authorized persons, in particular the Authorized User, our employees, as well as our service providers and subcontractors who need to access it in the context of the purposes authorized by the persons concerned, namely:

   1. The operation, security, and optimization of the Platform;
   2. Support for the drafting of medical notes and prescriptions;
   3. The continuous improvement of the accuracy of the information recorded in the clinical documents generated on our Platform;
   4. The documentation of the obtaining of valid consent from the person concerned;
   5. Authentication at login and secure access control;
   6. The generation of medical billing reports intended for the RAMQ;
   7. Maintaining the continuity and fluidity of care;
   8. Sending notifications related to your account as well as updates about our Services;
   9. The handling of your questions, requests, or concerns;
   10. The detection, prevention, and investigation of security or confidentiality incidents; and
   11. The audit of FrontRx systems.

   You agree that we may provide your personal information, as well as that which you collect through our Platform, to third-party service providers who assist us in providing our Services. These providers may be located in your province, territory, or country of residence or outside of them, in particular for artificial intelligence processing. Text extraction from images and cloud hosting are carried out exclusively in Quebec and Calgary. All these third parties are subject to strict contractual confidentiality and security obligations. Our relationships with these providers are governed by written agreements providing for rigorous protection standards, including the obligation to ensure the confidentiality of personal information, to apply appropriate physical, organizational, and technological security measures, as well as to notify us without delay of any security incident, in accordance with the laws and regulations applicable in Quebec.

   Our solution is designed as a clinical and administrative support tool intended for the ephemeral processing of audio recordings and transcriptions of clinical conversations, as well as photographs of medical documents, in order to generate medical notes and prescriptions. Only the documents generated on the Platform are retained in our main system in Quebec for a default maximum period of 15 days (or up to 365 days, depending on the setting defined by the Authorized User) in order to allow their review, validation, and export to the official medical record, the EHR, or the EMR of the corresponding healthcare institution.

   In order to prevent any unintentional loss, encrypted backup copies of these clinical documents are replicated inter-regionally between our databases in Quebec and Calgary, where they are hosted for 30 days. Once the medical documents have been transferred to the official medical record or the EMR, FrontRx no longer assumes any responsibility for their storage or long-term retention, the management of this archiving being the exclusive responsibility of healthcare professionals in accordance with applicable laws, regulations, and professional standards.

   For any question or request concerning your personal information, you may consult our Privacy Policy or contact our Privacy Officer at [email protected].

7. Confidentiality

   The Parties agree to protect the Confidential Information of the Disclosing Party against any unauthorized disclosure or use with the same degree of care that they use to protect their own confidential information, but in no event with less than reasonable care. Confidential Information remains the exclusive property of the Disclosing Party. No right or licence is granted to the Receiving Party, except to the extent expressly provided in these Terms of Use. The Receiving Party agrees to use the Confidential Information solely for the purposes provided for in these Terms of Use.

   7.1. The Authorized User undertakes to:

   • 7.1.1. Not copy or reproduce by any other means whatsoever the Confidential Information of the Disclosing Party, except to the extent necessary for the purposes authorized in these Terms of Use.
   • 7.1.2. Not disclose or use such Confidential Information, except to the extent strictly necessary for the use of the Services and in accordance with these Terms of Use.
   • 7.1.3. Ensure that any person under their responsibility (including their employees or agents) having access to the Confidential Information complies with the obligations set out in this section. The Authorized User remains fully responsible for any breach committed by such persons.
   • 7.1.4. In the event of unauthorized access, use, or disclosure, you undertake to inform FrontRx without delay and to cooperate in good faith to limit the consequences of that breach.
   • 7.1.5. Inform us immediately if you become aware of a potential breach of the confidentiality of your information, such as the unauthorized disclosure of your registration, login, or authentication credentials. You acknowledge and agree that FrontRx will not be liable, directly or indirectly, for any damage or loss caused or allegedly caused by, or in connection with, the unauthorized use of your account and your credentials arising from a breach of your obligations.

   7.2. FrontRx undertakes to:

   • 7.2.1. Respect the professional secrecy to which healthcare professionals are subject and use patients' personal and health information, as well as Confidential Information, solely for the purpose of performing its obligations under these Terms of Use.
   • 7.2.2. Maintain the strict confidentiality of Confidential Information and not use or disclose it, directly or indirectly, except to the extent permitted by law or with the prior written authorization of the Authorized User. To the extent possible, FrontRx undertakes to inform the person concerned before any disclosure required by law, in close collaboration with the treating healthcare professional when the Confidential Information concerns one of their patients.
   • If the law requires us to disclose certain Confidential Information, FrontRx undertakes to notify the Authorized User, where permitted, in order to allow them to object or obtain protective measures, and to limit the disclosure to the extent reasonably possible.
   • 7.2.3. Upon written request of the Authorized User or in the event of termination of these Terms of Use, FrontRx will destroy the Confidential Information in its possession, subject to applicable legal retention obligations, in particular to document the proof of obtaining valid consent from the person concerned.
   • 7.2.4. Ensure that all its employees who have, or may have, access to the Confidential Information of the Authorized User are informed of their confidentiality obligations, and remains responsible for any breach of these obligations by its representatives.
   • 7.2.5. Implement security measures compliant with all laws and regulations applicable in Quebec and Canada, as well as with industry standards, in order to protect Confidential Information against any unauthorized or accidental access, use, disclosure, loss, modification, or destruction.
   • 7.2.6. Upon written request of the Authorized User, FrontRx will provide reasonable information about the security practices it applies to protect Confidential Information, to the extent permitted by law and within reasonable timeframes.
   • 7.2.7. Upon request of the Authorized User, FrontRx will make available the relevant audit logs in order to allow the Authorized User to comply with their legal obligations regarding confidentiality or record-keeping.
   • 7.2.8. Confidential Information will in no case be used for the training of AI systems, software development, testing, or integration into non-production environments. FrontRx undertakes to inform the Authorized User of any analysis or processing of AI usage data that has not been expressly requested by them.
   • 7.2.9. Collaborate with responsible AI researchers and with a committee formed of potential users in order to carry out a risk analysis and make recommendations regarding the use of AI.
   • 7.2.10. Maintain a register of the risks resulting from the use of AI and of the model integrating AI.
   • 7.2.11. Communicate to you any new risk resulting from the use of AI or of the model integrating AI.
   • 7.2.12. The security mechanisms of the Platform are subject to regular controls, including penetration tests carried out at least once a year as well as weekly vulnerability reviews. FrontRx undertakes to promptly correct any vulnerability identified during these assessments.
   • 7.2.13. In the event of actual or suspected unauthorized access to the Confidential Information or the Platform systems, FrontRx will implement a formal process to contain, analyse, correct, and document the confidentiality incident, in accordance with applicable laws.
   • 7.2.14. When FrontRx determines that unauthorized access has occurred in the Platform or at the level of the security devices for access to Confidential Information, it undertakes to immediately inform the Authorized User concerned by the unauthorized access or likely to suffer its repercussions.
   • 7.2.15. Following the discovery of any unauthorized access to the Platform or to the security devices protecting Confidential Information, FrontRx undertakes to immediately take the necessary measures to: end the unauthorized access; manage and mitigate the repercussions of the unauthorized access; develop and deploy a strategy to prevent any unauthorized access in similar circumstances; and collaborate with the Authorized User, whether the healthcare professional or the institution's Privacy Officer, to assess whether the risk could present serious injury in order to make the notifications required by law, in particular the Act respecting the protection of personal information in the private sector.
   • 7.2.16. Never sell or rent your personal information or that of your patients to third parties. FrontRx also undertakes not to share this personal information with third parties, except to the extent expressly authorized by these Terms of Use (see section 6).

8. Ownership of intellectual property rights

   The Platform as well as all trademarks and other intellectual property displayed, distributed, or otherwise made available through the Platform are the exclusive property of FrontRx and its successors, assigns, licensors, and/or suppliers. Except as otherwise agreed in writing with us, nothing in these Terms of Use grants you the right to use our Content, our trademarks, or any other intellectual property of FrontRx. No provision of these Terms of Use may be interpreted as a transfer, assignment, or licence of these rights to the Authorized User or to a third party.

   No information or statement contained in these Terms of Use or on the Platform shall be interpreted as conferring, directly or by implication, estoppel or otherwise, a licence or right under any patent, copyright, trademark, or other intellectual property right of FrontRx or of a third party. You must not modify, delete, or obscure the copyright or other notices contained on the Platform, including notices on any content you are authorized to download, transmit, display, print, or reproduce from the Platform.

   Any unauthorized or prohibited use of any Content may expose you to civil liability, criminal prosecution, or both, under applicable federal, provincial, state, and local regulations.

   You may not create a link to the Platform without our prior written authorization. We may, however, upon request, grant a limited and non-exclusive right to create a link to the Platform provided that this link is to the entry page of the Platform and does not represent us or any of our activities or Services in a false, misleading, defamatory, or otherwise prejudicial manner.

   The limited rights granted to you under these Terms of Use may be revoked by us at any time, for any reason arising from non-compliance with the obligations set out in this section.

   You undertake to notify FrontRx without delay of any actual, suspected, or apprehended infringement of any intellectual property right, title, or interest belonging to it that comes to the knowledge of the Authorized User.

9. Billing and method of payment

   The Authorized User undertakes to pay the applicable Fees for the provision of the Services, unless a healthcare institution or another third party has agreed in writing with FrontRx to pay the Fees on your behalf. Unless otherwise indicated in these Terms of Use, the Fees are non-cancellable, non-exchangeable, and non-refundable.

   Unless otherwise indicated, FrontRx bills the Fees before the provision of the Services. To this end, the use of the Services begins from the activation date of your account, which serves as the reference for calculating billing periods and payment due dates. Payment must be made immediately or no later than 30 days following the billing date, according to the terms specified at the time of subscription. Unless otherwise stipulated, all payments must be made in Canadian dollars, in full, without deduction or set-off of any nature whatsoever.

   The Fees do not include local, provincial, or federal taxes or any other applicable duty or charge. These amounts are the exclusive responsibility of the Authorized User.

   If you pay the Fees for a service, you must provide us with valid credit card information as the method of payment. If this service is eligible for an insurance receipt, we will provide you with one.

   We are not responsible for fluctuations in the processing fees charged by your payment provider or your financial institution.

   Without limiting its other rights and remedies, FrontRx reserves the right to suspend or deactivate, without notice, the Authorized User's access to all or part of the Services if a payment default persists for more than 30 days following the due date, and this until full payment of all amounts owed.

   In the event of a conflict, the signed commercial contract prevails for commercial terms only; the obligations of confidentiality, security, clinical safety, and compliance continue to apply.

10. Quality and feedback

    If you are not satisfied or wish to provide feedback concerning our Platform and our Services, you may submit a report at the location we have made available to you on the Platform.

    By accepting our Privacy Policy, you consent to the processing of your personal information in accordance with the terms described therein, in order to continuously improve the accuracy of the information recorded in the clinical documents generated on our Platform.

    For the purposes of processing your report, authorized FrontRx employees have access only to technical usage information (in particular your username, the healthcare institution of affiliation where you practise your profession, your login information, audit and security logs, as well as usage metadata). In addition, you and your patients may expressly authorize the processing of the transcription of the clinical conversation and of the medical note concerned in order to allow our teams to verify the reported error and take the required measures.

11. Connectivity

    We make all reasonable efforts to maintain the quality, security, and availability of the Platform and the Services according to high standards. However, delays, interruptions, or service outages beyond our control may occur that could affect the Platform. If such a situation occurs, we will post a notice to that effect on our website. We will endeavour to inform you of updates regarding the resumption of our Services as soon as possible.

    IN NO EVENT WILL FRONTRX BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE OUTAGES, OR OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET, ELECTRONIC COMMUNICATIONS, TELECOMMUNICATIONS NETWORKS, OR OTHER SYSTEMS OR NETWORKS OUTSIDE OUR REASONABLE CONTROL.

12. Limitation of liability

    Except in the event of gross fault on its part, in no case may FrontRx (including its shareholders, officers, directors, employees, collaborators, and subcontractors) be held liable to the Authorized User or to third parties for any direct, indirect, special, incidental, consequential, or punitive damages, including without limitation any loss of profit or other economic loss (arising from a contractual fault, a delictual fault, or negligence), and this even if FrontRx has been advised of the possibility of such damage occurring.

    We cannot be held liable for indirect, special, incidental, or consequential damages resulting from force majeure, the unavailability or non-performance of our Services due to an unforeseeable event.

    Furthermore, FrontRx may in no case be held liable for the medical advice, diagnoses, treatments, medical decisions, or any other clinical decision of the healthcare professional taken while using the Platform.

    You undertake to hold FrontRx harmless and indemnify it from any claim, including on warranty, action, judgment, settlement, penalty, fine, or expense of any nature whatsoever in any of the following cases:

    1. Any violation or breach of these Terms of Use by the Authorized User;
    2. Any use of the Services by the Authorized User in violation of these Terms of Use;
    3. Any modification made to our Platform by a person other than FrontRx or not falling under its responsibility;
    4. Any addition or modification, hardware or software, to any computer equipment, having an effect on the proper functioning of our Platform;
    5. The introduction of a computer virus into any computer equipment, having an effect on the proper functioning of our Platform;
    6. Any loss of business opportunities or revenue related to the operation or non-operation, or the use or non-use, of our Platform.

13. Term, termination, and cancellation

    These Terms of Use take effect on the date on which the Authorized User accepts them and remain in force for the entire duration of their subscription as well as any free trial period.

    The subscription to our Platform and our Services is offered monthly or annually. You may benefit from a 30-day free trial period, including the generation of a maximum of 10 medical notes, on your first use of the Platform and the Services. In this case, the fees will be billed 30 days after your subscription registration. If you have already benefited from this free trial period, the subscription will be billed on the day of your registration.

    At the expiry of the initial period, the subscription will be automatically renewed for a subsequent period equal to the initial period, unless the Authorized User cancels their subscription directly via the Platform, no later than before the debit date scheduled for the subsequent period, any period started being due in full and non-refundable.

    If you wish to terminate your account with us, you may do so by closing your account at the location we have made available to you on the Platform. Your account will be closed, you will lose all rights of access to the Platform and the Services, and FrontRx will remove that access as well as the associated licences, provided that:

    1. any dispute in which you have been involved has been resolved satisfactorily;
    2. you have fulfilled all outstanding payment obligations associated with your account; and
    3. you have fulfilled any other obligation associated with your use of the Platform.

    If you wish to withdraw your consent to the collection, use, and disclosure of your personal information as described in our Privacy Policy, you may do so by writing to [email protected]. You acknowledge that the withdrawal of certain consents necessary for the provision of the Services may prevent FrontRx from providing you with access to the Platform. We reserve the right to preserve, retain, or delete your information, including your personal information, in accordance with the Privacy Policy and all applicable laws and regulations.

    We may terminate your access to the Platform and cancel your subscription, in particular in the event of a violation or non-compliance on your part with these Terms of Use, in the case of an inactive account, when the account is no longer required or no longer authorized, or when your affiliation with the healthcare institution that invited you to create the account ends.

14. Amendments to the Terms of Use

    FrontRx may update or revise these Terms of Use from time to time. Where applicable, a notification will be sent to you under the conditions of section 15.

    If you refuse the amendments, you must inform us in writing before the effective date of the new Terms of Use and terminate your subscription. By continuing to access the Platform or use our Services after notification of the changes to the Terms of Use, you agree to be bound by them.

15. General

    These Terms of Use constitute the entire agreement between you and FrontRx concerning your use and our provision of the Services. They replace all prior communications, proposals, or agreements, whether verbal or written, concerning our Platform and our Services.

    You agree that we may communicate to you any update or modification relating to our Services or to these Terms of Use by email, by publication on the Platform, on our website, or by any other reasonable means of communication.

    You agree that if we do not exercise or enforce any legal right or remedy contained in these Terms of Use (or which we benefit from under any applicable law), this will not be considered a formal waiver of our rights and that these rights or remedies will always be available to us.

    If a provision of these Terms of Use is found to be illegal, invalid, or unenforceable by a judicial authority, this will not affect any other provision of these Terms of Use and the agreement between you and us will be deemed modified to the extent necessary to render it legal, valid, and enforceable.

    Any condition added unilaterally by the Authorized User without the prior written agreement of FrontRx will be deemed null and void.

16. Obtaining FrontRx consent

    To request our consent for any of the actions for which such consent is required under these Terms of Use, please send us an email at [email protected]. We reserve the right to refuse such requests at our sole discretion.

17. Links to third-party websites and information provided by third parties

    The use of certain links on the Platform will direct you away from the Platform to third-party websites. These third-party websites are not under our control and we are not responsible for the content of any such website or any link contained in that website. The third-party links included on the Platform are provided for your convenience, and the inclusion of these links does not imply a recommendation or approval on our part of such website or of the products or services offered therein. If you decide to access any of the third-party websites, you do so entirely at your own risk. You acknowledge and agree that we will not be liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with, the use of or reliance on these third-party websites.

    Any third-party content, information, or publication made available via the Platform is provided by us as is for your convenience and information. All opinions, advice, statements, services, offers, or other information made available by third parties, including any Authorized User of the Platform, are those of the respective authors or publishers and not ours. WE CANNOT GUARANTEE OR REPRESENT, EXPLICITLY OR IMPLICITLY, THAT THE INFORMATION CONTAINED IN THESE PUBLICATIONS IS ACCURATE OR COMPLETE.

18. Governing law and competent jurisdiction

    THE LAWS OF THE PROVINCE OF QUEBEC AND THE FEDERAL LAWS APPLICABLE THEREIN WILL GOVERN THESE TERMS OF USE IN ALL RESPECTS, WITH THE EXCEPTION OF ANY CONFLICT OF LAWS THAT WOULD RESULT IN THE APPLICATION OF OTHER LAWS.

    ANY DISPUTE RELATING TO THESE TERMS OF USE OR THE USE OF THE PLATFORM WILL FALL UNDER THE EXCLUSIVE JURISDICTION OF THE COURTS OF MONTRÉAL, PROVINCE OF QUEBEC.

19. Contact

    For any question, request, or comment relating to these Terms of Use, you may contact us directly at [email protected].

    The FrontRx Platform is provided and operated by FrontRx Inc., whose head office is located at 8595 Boul. Saint-Laurent, Montréal, QC, H2P 2M9, Canada.