Terms of Service

1. Acceptance of Terms

Welcome to CHeCS. By accessing or using our compliance management platform and related services (the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use our Services.

These Terms constitute a legally binding agreement between you (and the organization you represent, if applicable) and CHeCS ("we," "our," or "us").

2. Description of Services

CHeCS provides a cloud-based compliance management platform designed for Long Term Care facilities and retirement homes across Canada. Our Services include:

• Critical Incident (CI) and Non-Conformance Event (NCE) tracking and management
• Staff training and learning management system (LMS)
• Staff compliance and credential management
• Regulatory compliance tracking and reporting
• Internal scorecard analytics and dashboards
• Mobile-accessible workflows and documentation
• Related features and functionality as described on our website

3. Account Registration and Use

3.1 Account Creation

To use our Services, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account.

3.2 Authorized Users

You represent and warrant that you have the authority to bind your organization to these Terms and that all users you authorize to access the Services will comply with these Terms.

3.3 Account Security

You must immediately notify us of any unauthorized use of your account or any security breach. We are not liable for losses caused by unauthorized use of your account.

4. Acceptable Use

You agree not to:

• Violate any applicable laws, regulations, or third-party rights
• Upload or transmit malware, viruses, or other malicious code
• Attempt to gain unauthorized access to our systems or other users' accounts
• Interfere with or disrupt the Services or servers/networks connected to the Services
• Use the Services for any unlawful, fraudulent, or malicious purpose
• Reverse engineer, decompile, or disassemble any part of the Services
• Remove or modify any proprietary notices or labels
• Use the Services to compete with us or build a competitive product
• Share your account credentials with unauthorized persons

5. Your Data and Privacy

5.1 Your Data

You retain all rights to the data you upload, create, or store using our Services ("Your Data"). You grant us a limited license to use Your Data solely to provide and improve the Services.

5.2 Data Security and Compliance

We implement industry-standard security measures to protect Your Data, including HIPAA-compliant infrastructure, encryption, and access controls. Our data practices are detailed in our Privacy Policy.

5.3 Business Associate Agreement

For healthcare organizations subject to HIPAA, we will enter into a Business Associate Agreement (BAA) upon request.

6. Fees and Payment

6.1 Subscription Fees

Access to the Services requires payment of subscription fees as outlined in your subscription plan. Fees are billed in advance on a recurring basis (monthly or annually) and are non-refundable except as required by law.

6.2 Price Changes

We may change our fees with at least 30 days' notice. Continued use of the Services after a price change constitutes acceptance of the new pricing.

6.3 Late Payment

Failure to pay fees when due may result in suspension or termination of your access to the Services. You are responsible for all costs of collection, including reasonable attorney fees.

7. Intellectual Property

7.1 Our Ownership

We own all rights, title, and interest in the Services, including all software, technology, content, trademarks, and intellectual property. These Terms do not grant you any ownership rights.

7.2 License to Use

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable license to access and use the Services for your internal business purposes during your subscription term.

8. Warranties and Disclaimers

8.1 Limited Warranty

We warrant that the Services will perform materially in accordance with our documentation. This warranty does not cover issues caused by misuse, unauthorized modifications, or third-party services.

8.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not guarantee that the Services will be uninterrupted, error-free, or completely secure. You are solely responsible for ensuring the Services meet your regulatory compliance requirements.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING FROM YOUR USE OF THE SERVICES.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM.

10. Indemnification

You agree to indemnify and hold harmless CHeCS, its affiliates, and their respective officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including attorney fees) arising from: (a) your use of the Services; (b) Your Data; (c) your violation of these Terms; or (d) your violation of any rights of another party.

11. Term and Termination

11.1 Term

These Terms remain in effect for as long as you access or use the Services.

11.2 Termination by You

You may terminate your account at any time through your account settings or by contacting us. You remain responsible for all fees incurred before termination.

11.3 Termination by Us

We may suspend or terminate your access to the Services immediately if: (a) you breach these Terms; (b) you fail to pay fees when due; (c) your use poses a security risk; or (d) required by law.

11.4 Effect of Termination

Upon termination, your right to access the Services immediately ceases. We will provide you with access to export Your Data for 30 days after termination, after which we may delete Your Data.

12. Governing Law and Disputes

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any disputes arising from these Terms or the Services shall be resolved in the courts located in Ontario, Canada.

13. Changes to Terms

We may modify these Terms at any time by posting the updated Terms on our website. Material changes will be notified via email or through the Services. Your continued use after changes constitutes acceptance of the new Terms.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and CHeCS regarding the Services.

14.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

14.3 Waiver

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision.

14.4 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms without restriction.

15. Contact Information

For questions about these Terms, please contact us: