The Product (as defined hereinafter) is operated and managed by Project Frisket bvba, registered with the Crossroads Bank of Enterprises under number 0567.741.889 and having its registered office at Franklin Rooseveltplaats 12 bus 14, 2060 Antwerp or by any of its affiliates (jointly “Project Frisket” or “we”). If you have any questions about the Product or this Agreement, please contact us via firstname.lastname@example.org.
1. Description of the Application
Project Frisket provides a smartphone application (“Q1.6”) that consists of a mobile messaging platform that allows users to answer questionnaires (the “Application”). The Application will be recommended to you by a Physician or Employer.
By using the Application you will be able to answer questions that have been selected by your Physician or Employer via your smartphone. The Results (as defined hereinafter) are automatically transferred to your Physician or Employer in realtime through the Platform.
In case your Physician recommended the Application:
Please note that you are not obliged to install the Application and your refusal to install the Application does not have any impact on the treatment by your Physician or the quality of such treatment. Furthermore, Project Frisket would like to draw your attention to the fact that your Physician does not analyse or perform any check-up of the Results through the Dashboard in realtime. If you think you may have an urgent medical emergency, please contact your Physician or the emergency rescue immediately.
In case your Employer recommended the Application:
Please note that you are not obliged to install the Application and your refusal to install the Application does not have any impact on the relation with your Employer. Furthermore, Project Frisket would like to draw your attention to the fact that your employer does not analyse or perform any check-up of the Results through the Dashboard in realtime. If you think you need immediate assistance of your employer, please contact your employer immediately.
Please note Project Frisket has no influence on and is not responsible for the relationship between you and your Employer.
“Account” means your account registered through the registration process in the Application;
“Article” means an article of this Agreement;
“Dashboard” means the web-based dashboard that is accessible by your Physician or Employer to allow your Physician or Employer to review patient information about you, including but not limited to the Results;
“Delivery Date” means the date on which you registered your Account;
“Fees” means the amount to be paid by the Hospital or your Employer or a third party to Project Frisket for the User’s use of the Application;
“Hospital” means the legal entity whose physicians can use the Application in accordance with the agreement concluded between Project Frisket and the Hospital;
“Intellectual Property Rights” means any and all now known or hereafter existing (a) rights associated with works of authorship, including copyrights, mask work rights, and moral rights; (b) trademark or service mark rights; (c) trade secret rights, know-how; (d) patents, patent rights, and industrial property rights; (e) layout design rights, design rights, (f) trade and business names, domain names, database rights, rental rights and any other industrial or intellectual proprietary rights or similar right (whether registered or unregistered); (g) all registrations, applications for registration, renewals, extensions, divisions, improvements or reissues relating to any of these rights and the right to apply for, maintain and enforce any of the preceding items, in each case in any jurisdiction throughout the world;
“Physician” means the doctor who recommended you to use the Application and has compiled the questions of the Questionnaire;
“Employer” means your employer who has concluded a contract with Project Frisket with regard to the use of the Product
“Platform” means the online platform on which the Application, and the Dashboard are connected and collectively function;
“Products” means the Application, the Platform, Website;
“Results” means your answers on the questions of the Questionnaire, provided through the Application on your smartphone;
“Questionnaire” means the questionnaire consisting of questions that were compiled by your Physician or your Employer;
“Term” means the Subscription Term;
“User Content” shall have the meaning as set forth in Article 6;
“Website” means the website of Project Frisket available at www.questions.ai.
By ticking the checkbox you acknowledge and agree that your use of the Product is exclusively governed by this Agreement. If you do not agree to any provision of this Agreement, you may not use in any manner the Product.
We reserve the right at any time, and from time to time, with or without cause to:
- amend this Agreement;
- change the Product (including but not limited to the Application), including eliminating or discontinuing, temporarily or permanently any service or other feature of the Product (including but not limited to the Application) without any liability against the User or any third parties; or
- deny or terminate, in part, temporarily or permanently, your use of and/or access to the Product (including but not limited to the Application).
Any such amendments or changes made will be effective immediately upon us making such changes available in the Application or otherwise providing notice thereof. You agree that your continued use of the Product after such changes constitutes your acceptance of such changes.
We advise you to return to this page periodically to ensure familiarity with the most current version of this Agreement.
4. No right of withdrawal
By ticking the checkbox to agree with this Agreement and after the User has completed the registration process for obtaining an Account, you explicitly acknowledge that you have access to the purpose of the Application as set forth in this Agreement. As a consequence thereof, you acknowledge and agree that you lose your right to withdraw once the performance of the delivery of the Application by Project Frisket has started.
5. Use of the Products
To use all features of our Application, your mobile device requires a WIFI or mobile internet connection. The access to such WIFI or mobile internet connection is your sole responsibility. Please make sure that your mobile device meets the minimum system requirements as set out on the download page. If your mobile device does not meet these minimum system requirements, we cannot ensure that the Application will function properly. Project Frisket will not be liable for any loss or damage arising from your failure to comply with the above requirements.
You shall be solely responsible for maintaining the confidentiality and security of your Account login information such as your pin code and password and be fully responsible for all activities that occur under your personal Account. You agree to immediately notify Project Frisket of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Project Frisket will not be liable for any loss or damage arising from your failure to comply with the above requirements.
During the Term, Project Frisket may, in its sole discretion, provide you with updates of the Application. For the avoidance of doubt, Project Frisket is not obligated to provide any updates to the Product.
In the event the Product would render, directly or indirectly, any information which may play a role in taking any medical, legal, financial or other personal or business decisions, such information may not be qualified as medical, legal, financial or other advice given by Project Frisket. You should always consult a professional in order to obtain additional information.
6. License – restrictions
- License by Project Frisket. During the Term and subject to the timely payment of the Fees, Project Frisket grants you a non-exclusive, personal, restricted, non-sublicensable and non-transferable license to use the Application and/or the Platform in accordance with this Agreement (“License”). You are not allowed to use the Product for any commercial purposes or to use the Product, or a component of the foregoing in a manner not authorised by Project Frisket. You shall use the Application and/ or Platform solely in full compliance with (i) this Agreement; (ii) any additional instructions or policies issued by Project Frisket, including, but not limited to, those posted within the Application or on the Website; (iii) any applicable legislation, rules or regulations.
- Restrictions. You agree to use the Product only for their intended use as set forth in this Agreement. Within the limits of the applicable law, you are not permitted to (i) make the Product available or to sell or rent the Product to any third parties; (ii) adapt, alter, translate or modify in any manner the Product; (iii) sublicense, lease, rent, loan, distribute, or otherwise transfer the Product to any third party; (iv) decompile, reverse engineer, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Product, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation; (v) use or copy the Product except as expressly allowed under this Article 6; (vi) gain unauthorized access to accounts of other users or the IT equipment or structure of Project Frisket to provide the Product or use the Product to conduct or promote any illegal activities; (vi) use the Product to generate unsolicited email advertisements or spam; (vii) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; (viii) use any high volume automatic, electronic or manual process to access, search or harvest information from the Product (including without limitation robots, spiders or scripts); (ix) alter, remove, or obscure any copyright notice, digital watermarks, proprietary legends or other notice included in the Product; (x) intentionally distribute any worms, Trojan horses, corrupted files, or other items of a destructive or deceptive nature or use the Product for any unlawful, invasive, infringing, defamatory or fraudulent purpose; or (xi) remove or in any manner circumvent any technical or other protective measures in the Product.Except as expressly set forth herein, no express or implied license or right of any kind is granted to you regarding the Product or any part thereof, including but not limited to any right to obtain possession of any source code, data or other technical material relating to the Application.
As between the User and Project Frisket, the Product and any and all worldwide Intellectual Property Rights pertaining thereto, are the exclusive property of Project Frisket and/or its licensors.
All rights in and to the Product not expressly granted to the User in this Agreement are reserved by Project Frisket and its licensors. Except as expressly set forth herein, no express or implied license or right of any kind is granted to the User regarding the Product or any part thereof, including any right to obtain possession of any source code, data or other technical material related to the Application.
- Suspension for non payment. If the Fees for the use of the Application by the User are not paid on time by the Hospital or Employer, respectively a third party, Project Frisket might automatically suspend your use of the Application and/or the Platform. The duration of such suspension will continue until all breaches have been cured by the Hospital or your Employer.
In case you need technical support, you can contact Project Frisket at email@example.com.
Project Frisket makes all reasonable efforts to respond as quickly as possible to any inquiries of Users.
As User of the Application you do not have to pay any consideration to Project Frisket.
- To the maximum extent permitted under applicable law, Project Frisket’s liability arising out of or in connection with the Product under this Agreement whether in contract, warranty, tort or otherwise, shall not exceed the amount of 1.000 EUR at the date on which the applicable liability claim arises. Nothing in this Agreement shall limit or exclude Project Frisket’s liability for (i) gross negligence; (ii) willful misconduct, (iii) fraud or personal injury.
- To the extent legally permitted under applicable law, Project Frisket shall not be liable to the User, the Hospital, the Employer or any third party, for any special, indirect, exemplary, punitive, incidental or consequential damages of any nature including, but not limited to damages or costs due to loss of profits, data, revenue, goodwill, production of use, procurement of substitute services, or property damage arising out of or in connection with the Product under this Agreement, including but not limited to any miscalculations, or the use, misuse, or inability to use the Product, regardless of the cause of action or the theory of liability, whether in tort, contract, or otherwise, even if Project Frisket have been notified of the likelihood of such damages. The limitation in this Article shall not apply to the obligations of Project Frisket under Article 14 (“Indemnification”).
- You agree that Project Frisket can only be held liable as per the terms of this Article to the extent damages suffered by you are directly attributable to Project Frisket. For the avoidance of doubt, Project Frisket shall not be liable for any claims resulting from (i) your unauthorized use of the Product, (ii) your or any third party’s modification of (any parts) of the Product, (iii) your failure to use the most recent version of the Application made available to you or your failure to integrate or install any corrections to the Application issued by Project Frisket, or (iv) your use of the Product in combination with any non-Project Frisket products or services. The exclusions and limitations of liability under this Article shall operate to the benefit of Project Frisket affiliates and subcontractors under this Agreement to the same extent such provisions operate to the benefit of Project Frisket.
13. Warranties and disclaimers
- By Project Frisket. EXCEPT AS EXPRESSLY PROVIDED IN THIS ARTICLE 13 AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PRODUCT AND THE RESULTS ARE PROVIDED “AS IS,” AND PROJECT FRISKET MAKES NO (AND HEREBY DISCLAIMS ALL) OTHER WARRANTIES, COVENANTS OR REPRESENTATIONS, OR CONDITIONS, WHETHER WRITTEN, ORAL, EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, COURSE OF DEALING, TRADE USAGE OR PRACTICE, MERCHANTABILITY, SUITABILITY, AVAILABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR USE OR PURPOSE, WITH RESPECT TO THE USE, MISUSE, OR INABILITY TO USE THE PRODUCT, INCLUDING THE RESULTS, (IN WHOLE OR IN PART) OR ANY OTHER PRODUCTS OR SERVICES PROVIDED TO THE USER BY PROJECT FRISKET. PROJECT FRISKET DOES NOT WARRANT THAT (i) ALL ERRORS CAN BE CORRECTED, OR THAT ACCESS TO OR OPERATION OF THE PRODUCT AND/OR THE OPERATION SHALL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, AND (ii) THE INFORMATION, INCLUDING BUT NOT LIMITED TO THE RESULTS, AVAILABLE ON OR TRANSMITTED BY THE APPLICATION AND/OR THE PLATFORM IS TRUE, COMPLETE OR ACCURATE. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT PROJECT FRISKET CANNOT BE HELD LIABLE FOR ANY HEALTHCARE OR RELATED DECISIONS MADE BY YOU OR YOUR PHYSICIAN BASED UPON THE RESULTS TRANSMITTED OR DISPLAYED BY OR ON THE APPLICATION AND/OR THE PLATFORM WHETHER SUCH DATA IS ACCURATE OR INACCURATE. YOU ACKNOWLEDGE AND AGREE THAT YOUR PHYSICIAN, AND NOT PROJECT FRISKET, IS SOLELY RESPONSIBLE FOR THE INTERPRETATION OF THE RESULTS OR OTHER HEALTHCARE INFORMATION RELATED TO YOU. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE PRODUCT AND/OR THE RESULTS IS AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT THERE ARE RISKS INHERENT TO TRANSMITTING INFORMATION OVER AND STORING INFORMATION ON THE INTERNET AND THAT PROJECT FRISKET IS NOT RESPONSIBLE FOR ANY LOSSES OF YOUR DATA, INCLUDING BUT NOT LIMITED TO THE RESULTS AND ANY USER CONTENT, IN CONNECTION THEREWITH. Please note that Project Frisket DOES NOT AUTOMATICALLY REVIEW, MONITOR, EVALUATE OR ANALYZE ANY INFORMATION GENERATED FROM THE APPLICATION AND/OR THE PLATFORM. PROJECT FRISKET DOES NOT PROVIDE IN ANY WAY MEDICAL ADVICE OR ANY OTHER TYPE OF ADVICE AND THE APPLICATION AND/OR THE PLATFORM IS IN NO WAY INTENDED TO REPLACE CONSULTATION WITH A QUALIFIED MEDICAL PROFESSIONAL OR ANY OTHER TYPE OF PROFSSIONAL.
- By User. You represent and warrant to Project Frisket that (a) you have the authority to enter into this binding agreement personally and (b) that any User Content provided by you for the use of the Application is accurate and truthful and shall not (i) infringe any Intellectual Property Rights of third parties; (ii) misappropriate any trade secret; (iii) be deceptive, defamatory, obscene, pornographic or unlawful; (iv) contain any viruses, worms or other malicious computer programming codes intended to damage Project Frisket’s system or data; or (v) otherwise violate the rights of a third party (including but not limited to any Intellectual Property Rights).You agree and acknowledge that Project Frisket is not obligated to back up any User Content and/or Results.You agree that any use of the Application or the Platform contrary to or in violation of the representations and warranties of User in this Article constitutes unauthorized and improper use of the Application and/or the Platform.
- By Project Frisket. Project Frisket shall defend and indemnify you as specified herein against any founded and well-substantiated claims brought by third parties to the extent such claim is based on an infringement of the Intellectual Property Rights of such third party by the Product and excluding any claims resulting from (i) your unauthorized use of the Product, (ii) your or any third party’s modification of any of the Product, (iii) your failure to use the most recent version of the Application made available to you, or your failure to install any corrections or updates to such Application issued by Project Frisket, if Project Frisket indicated that such update or correction was required to prevent a potential infringement, or (iv) your use of the Application and/or the Platform in combination with any non-Project Frisket products or services.Such indemnity obligation shall be conditional upon the following: (i) Project Frisket is given prompt written notice of any such claim; (ii) Project Frisket is granted sole control of the defense and settlement of such a claim; (iii) upon Project Frisket’s request, the User fully cooperates with Project Frisket in the defense and settlement of such a claim, at Project Frisket’s expense; and (iv) the User makes no admission as to Project Frisket’s liability in respect of such a claim, nor does the User agree to any settlement in respect of such a claim without Project Frisket’s prior written consent. Provided these conditions are met, Project Frisket shall indemnify the User for all damages and costs incurred by the User as a result of such a claim, as awarded by a competent court of final instance, or as agreed to by Project Frisket pursuant to a settlement agreement.In the event the Application and/or the Platform, in Project Frisket’s reasonable opinion, are likely to or become the subject of a third-party infringement claim (as per this Article 14.1), Project Frisket shall have the right, at its sole option and expense, to: (i) modify the ((allegedly) infringing part of the Application and/or the Platform so that they become non-infringing while preserving equivalent functionality or (ii) obtain for the User a license to continue using the Application and/or the Platform in accordance with this Agreement.
The foregoing states the entire liability and obligation of Project Frisket and the sole remedy of the User with respect to any infringement or alleged infringement of any Intellectual Property Rights caused by the Product or any part thereof.
- By User. You hereby agree to indemnify and hold harmless Project Frisket and its current and future affiliates, officers, directors, employees, agents and representatives from each and every demand, claim, loss, liability, or damage of any kind whatsoever, including reasonable attorney’s fees, whether in tort or in contract, that it or any of them may incur by reason of, or arising out of, any claim which is made by any third party with respect to (i) any breach or violation by you of any provisions of this Agreement or any other instructions or policies issued by Project Frisket; (ii) any User Content violating any Intellectual Property Rights of a third party and (iii) fraud, intentional misconduct, or gross negligence commited by you.
15. Term and termination
- Project Frisket licenses the Application and/or the Platform for a determined period. The User will be informed about this term together with the code that will be delivered to him / her by the Physician or Employer. The User will be eligible to receive all major and minor updates and upgrades for the Application during this period. The Agreement can be terminated earlier if (i) the Agreement is terminated in accordance with Articles 15.2 or 15.3 or (ii) the User removes the Application from its mobile device.
- Effects of termination. Upon the termination of this Agreement for any reason whatsoever in accordance with the provisions of this Agreement, at the moment of effective termination: (i) you will no longer be authorized to access or use the Application and/or the Platform or otherwise use any of the features or Results offered by or through the Application; (ii) Project Frisket may delete data associated with your Account, including but not limited to User content or the Results, on the Application and/or the Platform and (iii) all rights and obligations of Project Frisket or User under this Agreement shall terminate, except those rights and obligations under those sections specifically designated in Article 16.7.
- Force Majeure. Project Frisket shall not be liable for any failure or delay in the performance of its obligations with regard to the Application if such delay or failure is due to causes beyond our control including but not limited to acts of God, war, strikes or labor disputes, embargoes, government orders, telecommunications, network, computer, server or Internet downtime, unauthorized access to Project Frisket’s information technology systems by third parties or any other cause beyond the reasonable control of Project Frisket (the “Force Majeure Event”). We shall notify you of the nature of such Force Majeure Event and the effect on our ability to perform our obligations under this Agreement and how we plan to mitigate the effect of such Force Majeure Event.
- Severability. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will remain enforceable and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
- Waiver. Any failure to enforce any provision of the Agreement shall not constitute a waiver thereof or of any other provision.
- Assignment. You may not assign or transfer this Agreement or any rights or obligations to any third party. Project Frisket shall be free to (i) transfer or assign (part of) its obligations or rights under the Agreement to one of its affiliates and (ii) to subcontract performance or the support of the performance of this Agreement to its affiliates, to individual contractors and to third party service providers without prior notification to the User.
- Notices. All notices from Project Frisket intended for receipt by you shall be deemed delivered and effective when these notices have been made available by Project Frisket in the Application.
- Survival. Articles 7, 12, 13, 15, 16.8 shall survive any termination or expiration of this Agreement.
- Governing law and jurisdiction. This Agreement shall be exclusively governed by and construed in accordance with the laws of Belgium, without giving effect to any of its conflict of law principles or rules. The courts and tribunals of Antwerp shall have sole jurisdiction should any dispute arise relating to this Agreement.
Last revision: 16 September 2016