APPLICATION TERMS AND CONDITIONS -

AppMed® APPLICATION TERMS AND CONDITIONS

Last updated June 16th, 2025

AGREEMENT TO OUR LEGAL TERMS

AppMed Inc. (“AppMed,” “we,” “us,” or “our”) provides (i) the web-based AppMed® application, (ii) healthcare professional, administrator, and patient portals, and (iii) firmware, APIs, and cloud services that connect with AppMed enabled medication dispensing systems and other connected health devices (collectively, the “Services“).

By accessing the Services, you (“you,” whether an individual or entity) acknowledge that you have read, understood, and agree to be bound by these Terms.

IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

We recommend that you print a copy of these Legal Terms for your records.

DEFINITIONS
AGE REQUIREMENT
OUR SERVICES
INTELLECTUAL PROPERTY RIGHTS
LICENCE GRANT & DATA RIGHTS
ACCOUNT REGISTRATION & SECURITY
CONFIDENTIALITY
USER REPRESENTATIONS
PROHIBITED ACTIVITIES
SUBSCRIPTION, FEES & TAXES
TERM & TERMINATION
PRIVACY POLICY
MODIFICATIONS & SERVICE INTERRUPTIONS
GOVERNING LAW
DISPUTE RESOLUTION
DISCLAIMER OF WARRANTIES & NO MEDICAL ADVICE
LIMITATION OF LIABILITY
INDEMNIFICATION
USER DATA
CORRECTIONS
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
MISCELLANEOUS
NOTICE
Open-Source Attribution
CONTACT US

1. DEFINITIONS

“Account“ – A unique login issued by AppMed for an authorised user.

“BAA“ – Business Associate Agreement under U.S. HIPAA.

“DPA“ – Data Processing Addendum compliant with GDPR.

“IFU“ – AppMed Instructions for Use supplied with regulated components.

“HCP“ – Healthcare professional

“HCO“ – Healthcare Organization

“Minor User“ – An individual under the age of majority in their jurisdiction.

“PIPEDA“ – Personal Information Protection and Electronic Documents Act

“USER“ – Means any individual or entity that accesses, browses, registers for, or otherwise uses the AppMed® platform, website, mobile application, or related services, whether on their own behalf or on behalf of another person or organization.

“Confidential Information“ – Means non-public business, technical, financial, or medical information disclosed by either party.

2. AGE REQUIREMENT

AppMed® is intended for individuals 18 years of age or older (or the age of majority in the respective residence of province/territory, if higher). If you are a healthcare professional or a caregiver using AppMed® for a minor user, you confirm you hold all required legal consents.

3. OUR SERVICES

AppMed® provides model informed precision dosing software, digital questionnaires, remote therapeutic drug monitoring, remote physiological monitoring via connected medical devices, and medication adherence tracking (collectively, the “Services“). The Services are clinical decision support tools: they do not provide medical advice and must be used by qualified healthcare professionals who remain responsible for diagnosis, treatment, and regulatory compliance.

Certain services are licensed by Health Canada as Class I or II medical devices; you must follow the Intention for Use (IFU), labelling, and post market surveillance requirements. Third party connected devices remain the manufacturer’s responsibility, and AppMed® disclaims liability for device malfunctions outside its control.

The Services are controlled from Canada; you are responsible for compliance with local laws that apply to your use.

Accessibility. AppMed® strives to conform to WCAG 2.1 Level AA, performs annual third-party audits, and will provide a summary conformance report on request. If you encounter a barrier, email info@appmed.ca.

4. INTELLECTUAL PROPERTY RIGHTS

All elements of the AppMed® web platform, including, without limitation, frontend and backend source code, compiled binaries, pharmacokinetic/dynamic (PK/PD) algorithms, dosing models, database schemas, API specifications, design layouts, workflows, questionnaires, dashboards, icons, logos, trade names, and all audiovisual or textual content (collectively, the “Content“), as well as the AppMed™ and other proprietary marks (the “Marks“) are owned by or validly licensed to AppMed Inc. and are protected by Canadian, United States, and international copyright, trademark, patent, and trade secret laws.

You acquire no ownership rights by using any portion of the Services, and all rights not expressly granted are reserved.

5. LICENCE GRANT & DATA RIGHTS

Subject to full compliance with these Legal Terms, AppMed Inc. grants you a nonexclusive, revocable, non-sublicensable, nontransferable licence to:

access and display the web application and dashboards in a browser;
export or print reports that the platform expressly allows you to export; and
use the embedded dosing models solely to support clinical decision-making for your authorised patients.

Any other use, including but not limited to scraping databases, reproducing UI/UX elements, copying or translating PK/PD models, disassembling code, probing APIs beyond documented endpoints, or creating derivative works, is strictly prohibited without AppMed’s Inc. prior written consent.

No part of the Services and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

5.1. Data Ownership vs. IP Ownership

Clinical & User Data. You retain all rights in patient level health information that you lawfully input or collect; AppMed® acts as a custodian under the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial health information statutes.

Aggregated & Deidentified Analytics. AppMed Inc. owns all rights in aggregated, deidentified usage statistics and model performance data it generates, which may be used to improve the Services, develop new algorithms, or publish benchmark insights, provided no individual or institution is identifiable.

5.2. User Contribution & Feedback

Except for personal health information governed by our Privacy Policy, any suggestion, enhancement request, or other feedback you provide becomes AppMed Inc. exclusive property, and you hereby assign all related intellectual property rights and waive moral rights to the fullest extent permitted by law. AppMed Inc. is free to use or commercialise such feedback without acknowledgment or compensation.

By submitting suggestions or other feedback regarding the Services, you agree that we can use and share such feedback for any purpose without compensation to you.

We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights, or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Services. You are solely responsible for your Contributions to the Services, and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

5.3. Enforcement & Remedies

Unauthorised use of the Content or Marks may breach civil and criminal laws. AppMed Inc. reserves the right to suspend accounts, disable access, and pursue injunctive relief, damages, and legal fees for any infringement or misappropriation.

6. ACCOUNT REGISTRATION & SECURITY

You must (a) provide truthful registration data; (b) keep credentials confidential and enable two factor authentication when offered; (c) notify info@appmed.ca of any breach. You are responsible for all activity under your Account until deactivated.

7. CONFIDENTIALITY

Obligations. AppMed Inc. will use Confidential Information only to perform this Agreement, protect it with reasonable care, and disclose it only to persons who need to know and are bound by similar duties. For more details on how AppMed® collects, uses, discloses, and protects personal information, please refer to our Privacy Policy, which forms an integral part of this Agreement.

8. USER REPRESENTATIONS

By using the Services, you represent and warrant that: (1) you have the legal capacity and you agree to comply with these Legal Terms; (2) you are not a minor in the jurisdiction in which you reside; (3) you will not access the Services through automated or non-human means, whether through a bot, script or otherwise; (4) you will not use the Services for any illegal or unauthorized purpose; and (5) your use of the Services will not violate any applicable law or regulation.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

9. PROHIBITED ACTIVITIES

You may use the AppMed® application (“Services“) only for the clinical, research, and educational purposes expressly authorized in these Terms and in the AppMed® Instructions for Use (IFU). Any other use, particularly those that jeopardize patient safety, data privacy, or the integrity of our dosing algorithms, is strictly forbidden. Without limiting the foregoing, you must not:

Extract or harvest data: Systematically retrieve, scrape, or export data, dashboards, or model outputs (including deidentified or aggregated datasets) to create any compilation, database, or competing product without our prior written consent.
Manipulate clinical algorithms: Alter, reverse engineer, or attempt to derive the source code, pharmacokinetic models, or decision support logic that power AppMed’s precision dosing engine.
Misuse protected health information (PHI): Access, disclose, or transmit PHI in violation of the Health Insurance Portability and Accountability Act (HIPAA), the Personal Health Information Protection Act (PHIPA), General Data Protection Regulation (GDPR), PIPEDA or any other applicable privacy statute, or use AppMed® to identify or contact patients for non-clinical purposes (e.g., marketing).
Bypass security controls: Disable, circumvent, probe, or overload authentication, encryption, audit logging, or rate limiting mechanisms; introduce malware; or attempt any unauthorized penetration testing of our cloud infrastructure.
Use as the sole basis for critical care: Rely on AppMed® dashboards or simulated dose scenarios as the only source for life sustaining or emergency medical decisions without corroborating clinical judgment and laboratory confirmation.
Upload prohibited content: Post or transmit content that is unlawful, indecent, defamatory, or that infringes intellectual property rights; this includes uploading files or URLs that contain viruses, spyware, or any passive data collection mechanisms.
Impersonate or misrepresent: Create accounts under false pretenses, impersonate another user, clinician, or AppMed Inc. staff member, or misstate your professional credentials or scope of practice.
Exploit support services: File fraudulent help-desk tickets, generate excessive automated requests, or harass AppMed Inc. personnel or other users.
Engage in commercial sub-licensing: Resell, lease, or provide access to the Services, or any underlying Content or models, to third parties without a written distribution agreement with AppMed Inc.
Compete unfairly: Use the Services to develop, train, benchmark, or validate a competing precision dosing, remote monitoring, or adherence tracking product.
Interfere with platform integrity: Deploy bots, spiders, scripts, or other automated tools (except as expressly approved via our API program) that degrade performance, mine data, or generate artificial traffic or usage statistics.
Remove notices: Delete, obscure, or modify any copyright, trademark, or proprietary rights notice contained in the AppMed® interface, documentation, or exported reports.
Violate laws or regulations: Use the Services in any manner that contravenes Health Canada Medical Device Regulations, FDA 21 CFR Part 820, applicable export control laws, or professional licensing requirements.

Always follow the AppMed® IFU. Safe use requires completion of the AppMed® onboarding modules for Healthcare Professional and User; untrained users may misinterpret dashboards or simulated dose scenarios. Noncompliance with these Prohibited Activities may result in immediate suspension or termination of your account, notification to the appropriate regulatory authorities, and any other remedies available to AppMed Inc.

10. SUBSCRIPTION, FEES & TAXES

10.1. Access & Orders

Access to paid tiers of the AppMed® Services is subject to a separate order form, invoice, or in-app checkout (each an “Order”). Each Order is governed by and incorporates these Terms and Conditions by reference. Submitting an Order constitutes acceptance of these Terms.

10.2. Fees & Payment Terms

All fees are due within thirty (30) days of the invoice date, unless otherwise specified in the Order, and are exclusive of applicable federal and provincial taxes, which the Customer agrees to pay. Overdue amounts will accrue interest at the rate of 1% per month (12% per annum), or the maximum legal rate, whichever is lower. AppMed Inc. reserves the right to suspend access to Services for any amounts overdue by more than fifteen (15) days following written notice to the Customer.

10.3. Subscription Terms

The subscription begins on the Effective Date of the applicable Order and continues for the fixed term indicated (the “Commitment Term”). Subscription options include:

Biennial Pre-Paid: 24 months, paid up front;
Biennial Subscription: 24 months, billed monthly;
Monthly Subscription: no fixed term, billed monthly.

10.4. Auto-Renewal

Unless cancelled in accordance with Section 10.6, all subscriptions automatically renew upon expiry of the Initial Term. Fixed-term subscriptions (24- or 12-month) will convert to a month-to-month plan on the day following the end of the Commitment Term. The Monthly Subscription renews automatically each month unless cancelled.

AppMed® will send a single renewal reminder to the email on file no earlier than ninety (90) days and no later than sixty (60) days before the end of the Initial Term. However, it remains the Customer’s responsibility to cancel within the applicable notice window.

10.5. Definitions

For clarity:

“Commitment Term” means the fixed duration of the initial subscription, either twenty-four (24) months, twelve (12) months, or one (1) month.
“Economic Inducement” refers to any discount or benefit received by the Customer in exchange for committing to a fixed term (e.g., a discounted device or reduced subscription rate).

10.6. Cancellation Window & Method

To cancel a subscription, the Customer must log into their AppMed® account, access the Profile section, select “Unsubscribe,” and follow the on-screen instructions. Written notice may also be submitted by email to info@appmed.com.

Monthly Plan: Cancellation must be received at least thirty (30) days prior to the next billing date.
Fixed-Term Plans: To avoid auto-renewal, cancellation must be received no earlier than ninety (90) days and no later than sixty (60) days before the end of the Initial Term.
Québec Consumers: In Québec, subscription cancellation terms and any applicable fees will be clearly disclosed at checkout and must be expressly accepted by the Customer.

10.7. Early Termination

Customers on fixed-term subscription plans may cancel their subscription at any time by providing thirty (30) days’ written notice, either via their AppMed® account or by email to info@appmed.com. Early termination fees apply as follows:

Biennial Pre-Paid Plan: A prorated refund will be issued based on the number of full unused months remaining, less the unamortized portion of any Economic Inducement. Refunds will never be negative.
Billed-Monthly Plans (24- or 12-month): A break fee equal to the unamortized Economic Inducement will apply, calculated using the formula:
Break Fee = Economic Inducement × (Remaining full months ÷ Commitment Term in months)

The Economic Inducement (e.g., discounted monthly rate or promotional device) is disclosed at the time of subscription and forms part of the agreed pricing. The break fee will never exceed the unamortized value of the inducement and no other early termination charges will apply.

For consumers in Québec, this early termination right and associated break fee comply with the Consumer Protection Act. The Economic Inducement and the method of calculating any applicable break fee are clearly disclosed during the subscription process and must be expressly accepted by the Customer at checkout.

10.8. Price Adjustments

AppMed® may revise its list prices once per calendar year upon providing at least thirty (30) days’ notice. However, any contractual discount or rate lock applicable to an active Commitment Term will remain in effect until the end of that term.

10.9. Taxes

All subscription fees are exclusive of applicable taxes, including GST, HST, and QST, which will be added at checkout or invoicing, as applicable by jurisdiction.

10.10. Data Export & Retention

Upon cancellation or termination of the Services, Customers may request a copy of their personal data in a standard, interoperable format by contacting info@appmed.com within thirty (30) days. After this period, AppMed® may either delete or irreversibly anonymize the data in accordance with its Data Retention Policy, and subject to any applicable legal or regulatory obligations.

Customers acknowledge that, following this 30-day window, recovery of deleted or anonymized data may no longer be possible.

11. TERM & TERMINATION

11.1. Term

These Terms begin on the date you first create an AppMed® account or otherwise access the Services and continue until terminated in accordance with this Section.

11.2. Termination by You

Self‑service plans: You may terminate at any time via the account‑settings page; termination takes effect at the end of the then‑current paid subscription term (no refunds for unused time unless required by non‑waivable law).

Healthcare Organisation plans: You may terminate as permitted in your Order Form or master agreement.

11.3. Termination by AppMed

We may, with or without notice, suspend or terminate your access to the Services if:

   a. you materially breach these Terms or the IFU and fail to cure within 15 days after written notice (immediate termination for breaches that threaten User safety, data privacy, or AppMed® security);
   b. you fail to pay undisputed fees within 30 days after the due date;
   c. required by law or an order of a competent governmental or regulatory authority; or
   d. we discontinue the Services in whole or substantial part (in which case you’ll receive a prorated refund of prepaid fees for the unused portion).

11.4. Effect of Termination

Your licence to use the Services ends immediately, and you must cease all access and delete any locally cached components.

Within 30 days of termination, you may request an export of your data in a standard interoperable format; after that window, we may delete or irreversibly anonymise your data in accordance with our retention schedule.

11.5. Suspension

As an alternative to termination, AppMed Inc. may suspend your access to all or part of the Services during an ongoing violation; suspension will be lifted once the violation is cured to AppMed Inc. reasonable satisfaction.

12. PRIVACY POLICY

We care deeply about data privacy and security. Please review the AppMed® Privacy Policy the “Privacy Policy”. By using the Services, you agree that the Privacy Policy is incorporated into, and forms part of, these Terms.

AppMed Inc. processes personal information in accordance with the Personal Information Protection and Electronic Documents Act (“PIPEDA”), Québec’s Act respecting the protection of personal information in the private sector (as amended by Law 25), and any other privacy laws that apply. If you are subject to HIPAA, GDPR, or similar legislation, our standard Business Associate Agreement (“BAA”) or Data Processing Addendum (“DPA”) will supplement the Privacy Policy once executed.

The Services are hosted and operated in Canada. By continuing to use the Services from another jurisdiction, you acknowledge that your data, including personal health information, will be transferred to, stored, and processed in Canada, and you expressly consent to such cross‑border processing.

13. MODIFICATIONS & SERVICE INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Services at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Services. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services.

We cannot guarantee the Services will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Services during any downtime or discontinuance of the Services. Nothing in these Legal Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith.

13.1. Service Level Objective

AppMed Inc. will use commercially reasonable efforts to maintain 99% monthly uptime, excluding planned maintenance (24 h notice) and force majeure events. Support emails receive an initial response within one business day.

13.2. Security Incident Notification

AppMed Inc. will notify affected customers of a confirmed breach of AppMed® systems involving Personnel Health Information within 72h (or shorter if required by law) and describe remedial steps.

14. GOVERNING LAW

These Legal Terms shall be governed by, and interpreted in accordance with, the laws in force in the Province of Québec and the federal laws of Canada applicable therein. The parties irrevocably submit to the exclusive jurisdiction of the courts located in the judicial district of Montréal, Province of Québec, with respect to any dispute or claim arising out of or in connection with these Legal Terms.

15. DISPUTE RESOLUTION

15.1. Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Legal Terms (each a “Dispute” and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least 90 days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.

15.2. Binding Arbitration

Any dispute, controversy, or claim arising from, or connected with, these Legal Terms, including questions about their formation, interpretation, validity, performance, or termination (collectively, a “Dispute”), will be resolved by binding arbitration seated in Montréal, Québec. The proceeding will be administered by the Institut de médiation et d’arbitrage du Québec (IMAQ) under the Arbitration Rules of the ADR Institute of Canada, Inc. (the “ADRIC Rules”) as they exist on the date arbitration is commenced. Unless the parties agree otherwise after a Dispute arises, the tribunal will consist of a single independent and impartial arbitrator who is fluent in both French and English.

The arbitration may be conducted in either French or English, at the election of the party filing for arbitration. Hearings can be held wherever the tribunal considers appropriate, but any award will be deemed rendered in Montréal. The arbitrator will decide the merits of the case in accordance with the substantive law in force in the Province of Québec together with the applicable federal laws of Canada, and not by reference to conflict-of-laws principles.

Proceedings, evidence, and awards will remain confidential except where disclosure is required by law or necessary to enforce or challenge the award. The tribunal’s decision will be final and binding, and judgment on the award may be entered in any court having jurisdiction pursuant to the Québec Code of Civil Procedure (Book VII — Arbitration) and Québec’s International Commercial Arbitration Act, which implement the UNCITRAL Model Law and the New York Convention. Nothing in this clause prevents either party from seeking urgent injunctive or conservatory relief from a Québec court before the tribunal is constituted.

For clarity, if you qualify as a “consumer” under the Québec Consumer Protection Act, this arbitration clause does not apply, and you may bring any Dispute before the competent courts of Québec.

15.3. Restrictions

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

15.4. Exceptions to Informal Negotiations and Arbitration

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

16. DISCLAIMER OF WARRANTIES & NO MEDICAL ADVICE

A. “AS IS” / “AS AVAILABLE.” EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS OR REQUIRED BY APPLICABLE LAW, THE APPMED® WEB‑BASED APPLICATION, APIS, DOCUMENTATION, AND ALL RELATED SERVICES (COLLECTIVELY, “SERVICES”) ARE PROVIDED “AS IS” AND “AS AVAILABLE.” APPMED INC. DOES NOT GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR‑FREE, OR FREE OF HARMFUL COMPONENTS.

B. STATUTORY RIGHTS UNAFFECTED. NOTHING IN THIS SECTION LIMITS ANY NON‑WAIVABLE RIGHTS OR WARRANTIES THAT YOU MAY HAVE UNDER (I) THE CANADIAN FOOD AND DRUGS ACT AND MEDICAL DEVICE REGULATIONS, (II) QUÉBEC’S CONSUMER PROTECTION ACT, OR (III) OTHER MANDATORY CONSUMER‑PROTECTION LAWS.

C. NO IMPLIED WARRANTIES. TO THE FULLEST EXTENT PERMITTED BY LAW, APPMED INC. DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON‑INFRINGEMENT, QUIET ENJOYMENT, ACCURACY OF DATA, AND SYSTEM INTEGRATION.

D. PROFESSIONAL JUDGMENT REQUIRED. THE SERVICES ARE CLINICAL‑DECISION SUPPORT TOOLS; THEY DO NOT REPLACE INDEPENDENT MEDICAL JUDGMENT. CLINICIANS MUST VERIFY OUTPUTS AGAINST THE PATIENT’S CLINICAL CONDITION, CURRENT LABORATORY RESULTS, AND THE INSTRUCTIONS FOR USE (IFU).

E. NO MEDICAL ADVICE TO PATIENTS. IF YOU ARE A PATIENT OR CAREGIVER, INFORMATION VISIBLE IN THE SERVICES IS NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. ALWAYS SEEK ADVICE FROM A QUALIFIED HEALTHCARE PROVIDER BEFORE MAKING DOSING OR TREATMENT DECISIONS.

F. THIRD‑PARTY CONTENT & LINKS. APPMED INC. MAKES NO REPRESENTATIONS CONCERNING, AND ACCEPTS NO RESPONSIBILITY FOR, THIRD‑PARTY WEBSITES OR RESOURCES THAT THE SERVICES LINK TO OR INTEGRATE WITH.

G. HIGH‑RISK ACTIVITIES. THE SERVICES ARE NOT DESIGNED FOR USE AS THE SOLE SOURCE OF INFORMATION IN LIFE‑SUPPORT, EMERGENCY, OR REAL‑TIME DIAGNOSTIC SETTINGS.

H. CARVE‑OUT FOR GROSS FAULT. THIS DISCLAIMER DOES NOT LIMIT LIABILITY FOR APPMED INC.’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR ANY LIABILITY THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

17. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF APPMED INC. AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND SUPPLIERS FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE APPMED® WEB‑BASED APPLICATION AND THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF (A) CAD $10,000 OR (B) THE TOTAL FEES PAID BY YOU TO APPMED INC. FOR ACCESS TO THE SERVICES DURING THE TWELVE (12)‑MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; IN NO EVENT SHALL APPMED INC. BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOST OR CORRUPTED DATA, COSTS OF SUBSTITUTE GOODS OR SERVICES, OR THIRD‑PARTY CLAIMS, EVEN IF APPMED INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; YOU ACKNOWLEDGE THAT THE SERVICES ARE DECISION‑SUPPORT TOOLS THAT DO NOT REPLACE INDEPENDENT CLINICAL JUDGMENT AND THAT APPMED INC. IS NOT LIABLE FOR ANY INJURY, LOSS, OR DAMAGE RESULTING FROM A CLINICIAN’S FAILURE TO VERIFY DOSING RECOMMENDATIONS OR DASHBOARD DATA AGAINST CURRENT LABORATORY VALUES, PATIENT‑SPECIFIC FACTORS, AND THE INSTRUCTIONS FOR USE; NOTHING IN THIS SECTION SHALL LIMIT LIABILITY THAT CANNOT BE LIMITED BY LAW, INCLUDING LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY APPMED INC.’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, FRAUD, OR NON‑WAIVABLE STATUTORY OBLIGATIONS UNDER THE CANADIAN FOOD AND DRUGS ACT, MEDICAL DEVICE REGULATIONS, QUÉBEC’S CONSUMER PROTECTION ACT, OR PRIVACY LAWS; THE FOREGOING LIMITATIONS CONSTITUTE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES, AND IF ANY PORTION IS HELD UNENFORCEABLE, THE REMAINING PROVISIONS SHALL CONTINUE IN FULL FORCE AND EFFECT.

18. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless AppMed Inc., its affiliates, and their respective directors, officers, employees, agents, licensors, and suppliers from and against any and all claims, demands, actions, suits, proceedings, liabilities, damages, losses, judgments, settlements, costs, and expenses (including reasonable legal fees) arising out of or related to (a) your access to or use of the Services in a manner that breaches these Terms, the Instructions for Use, or any applicable law or regulation; (b) any data, content, or materials you input, transmit, or disclose through the Services, including any infringement or misappropriation of intellectual‑property or privacy rights; (c) any clinical or other decisions you make using information or recommendations provided by the Services; (d) your violation of the rights of any third party, including patients, caregivers, or other users; and (e) any negligent or wrongful act or omission by you or your personnel in connection with the Services. AppMed Inc. reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to cooperate fully in such defense; in such event, your indemnification obligation will remain in effect.

19. USER DATA

AppMed® stores and processes the information authorized USER and HCP enter into the platform, including health data, dosing records, questionnaire responses, device telemetry, audit logs, and account‑profile details, for the purposes of delivering, securing, and improving the Services, meeting regulatory obligations, and generating de‑identified analytics. We maintain encrypted, access‑controlled production systems and perform routine backups in accordance with ISO 27001‑aligned policies; however, you remain solely responsible for (i) ensuring the accuracy, completeness, and legality of all data you upload or generate, (ii) keeping local copies or exports where continuity is mission‑critical, and (iii) complying with any retention or destruction requirements under applicable privacy, professional‑college, or research‑ethics rules. Except to the extent required by non‑waivable law, AppMed Inc. is not liable for any loss, corruption, or unauthorized disclosure of data arising from your acts or omissions, internet outages, third‑party hosting failures, or events beyond our reasonable control, and you waive any claim against us for such loss or corruption. If you terminate your subscription, you may request an export of your data (in a standard interoperable format) within 30 days; thereafter the data may be deleted or irreversibly anonymized in accordance with our data‑retention schedule and Health Canada Medical Device Regulations.

20. CORRECTIONS

20.1. Right to correct

The Services may contain typographical errors, inaccuracies, or omissions regarding descriptions, pricing, availability, regulatory references, or other information. AppMed Inc. reserves the right to correct any errors, inaccuracies, or omissions and to change or update information on the Services at any time without prior notice.

20.2. No Reliance

Information posted on the Services is provided for general guidance only and should not be relied upon as the sole basis for clinical, regulatory, or financial decision-making without consulting primary or more accurate sources.

20.3. Notification of Errors

If you spot an inaccuracy, please notify info@appmed.ca with as much detail as possible so we can investigate and correct it promptly.

21. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

When you access the AppMed® platform, send us email, or complete web forms, you are communicating with us electronically. You consent to receive all agreements, notices, disclosures, and other communications from us in electronic form, whether by email, secure in‑platform messaging, or postings within the Services, and acknowledge that such communications satisfy any legal requirement that they be “in writing”. You agree that electronic signatures, click‑wrap agreements, orders, and other records executed or delivered through the Services are binding and enforceable, and you waive any right to require physical signatures, hard‑copy documents, or non‑electronic delivery or retention methods, except where a non‑waivable law expressly requires otherwise.

22. MISCELLANEOUS

These Terms, together with the AppMed Privacy Policy, the Instructions for Use (IFU), and any additional policies or operating rules we post on or through the Services, constitute the entire agreement between you and AppMed Inc. and supersede all prior or contemporaneous proposals, communications, and agreements, whether oral or written, relating to their subject matter. A failure by AppMed Inc. to exercise or enforce any right or provision of these Terms will not be deemed a waiver of that right or provision, and any waiver must be in writing and signed by an authorized representative of AppMed Inc.

These Terms will be construed to the fullest extent permitted by the laws of the Province of Québec and the federal laws of Canada applicable therein. AppMed Inc. may assign, novate, or otherwise transfer any or all of its rights and obligations under these Terms, in whole or in part, at any time and without notice; you may not assign or transfer your rights or obligations without our prior written consent.

AppMed Inc. is not liable for any delay or failure to perform that results from causes beyond its reasonable control, including natural disasters, acts of government, labour disputes, internet or Cloud service outages, or other force majeure events. If any provision of these Terms is held unlawful, void, or unenforceable, that provision will be deemed severed and will not affect the validity or enforceability of the remaining provisions.

No joint venture, partnership, employment, or agency relationship is created between you and AppMed Inc. by these Terms or by your use of the Services. These Terms will not be construed against AppMed Inc. by reason of having drafted them. You waive any defence based on the electronic form of these Terms or the absence of physical signatures by the parties.

22.1. Survival

Section 3-8, 11.2, 12-17, 19, and any accrued payment obligations survive termination.

22.2. Export Controls & Sanctions

You agree not to use or access the Services in violation of Canadian, U.S., or EU export control and sanctions laws, including for User and HCP located in embargoed jurisdictions.

22.3. Open-Source Components

The Services incorporate third party and opensource software subject to their own licences. A current list is available upon request at info@appmed.ca; you agree to comply with those terms.

22.4. Children’s Data

If you upload PHI for a Minor User, you represent that you have obtained all required consents from a parent or legal guardian and will comply with applicable children’s privacy laws.

22.5. Publicity Rights

With your prior written consent (email suffices), AppMed Inc. may list your name and logo on its customer list and marketing materials. You may revoke consent at any time.

22.6. Changes to Terms

Material changes take effect 30 days after we post the updated “Last updated” date and notify you by email or in-app banner. If you object, your sole remedy is to cease using the Services before the effective date.

22.7. Language Clause (Québec Bill 96)

Conformément à la Charte de la langue française, une version française intégrale du présent contrat est disponible. In the event of a discrepancy between the English and French versions, the French version shall prevail for users domiciled in Québec unless the parties have expressly agreed otherwise in writing.

22.8. Insurance

AppMed Inc. maintains at least CAD $1 million in commercial general and cyber liability insurance; certificates available on request.

22.9. Force-Majeure Notice

AppMed Inc. is not liable for delays beyond its control and will use reasonable efforts to notify Users within 48 h of a force majeure event materially affecting the Services.

23. NOTICE

Legal notices must be sent (i) by email to info@appmed.ca and (ii) by courier to AppMed Inc., 2025 rue Michelin, Laval (QC) H7L 5B7, Canada. Notices are deemed received two business days after dispatch (courier) or on the next business day after the email timestamp, whichever is later.

24. OPEN-SOURCE ATTRIBUTION

The AppMed® platform incorporates third‑party and open‑source software (“OSS Components”) distributed under various licences, including MIT, Apache 2.0, BSD, and LGPL. A current list of OSS Components, their copyright notices, and applicable licence terms is available upon request at info@appmed.ca. By using the Services, you agree to comply with those licence terms as they apply to any OSS Components that you may interact with or redistribute (for example, client‑side JavaScript libraries delivered to your browser). Nothing in these Terms restricts your rights under any applicable open‑source licence.

25. CONTACT US

In order to resolve a complaint or receive further information about the Services, contact AppMed Inc. at the address or email above.

End of Terms — please retain for your records

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