Terms and Conditions
Changes to terms
2.1 We may make changes to the site or service, including these terms, at any time. You will be legally bound by the updated or amended terms from the first time you use the site or service after we put the changes on-line.
Intellectual property rights
3.1 The content and design of the site is protected by Irish and international copyright laws. You may not copy, reproduce, republish, download, post, display, transmit, adapt or print off copies of the materials, information, data and other content included on the site without prior written consent from the copyright owners, except that you may view, download, display and print a single copy of these materials on a single computer or device for personal, non-commercial use only, so long as: you do not alter or modify the materials in any way; you include all applicable notices and disclaimers (including copyright notices); and you do not use the materials in a way that suggests an association with healthpro or an affiliated healthpro entity. You understand and agree that title to these materials shall not pass to you or any other user. You will need to obtain permission in writing from healthpro before you make any other use of content on the site.
3.2 The rights in images, trade marks, trade names, and logos included on the site are owned by healthpro and/or third parties. You will need to obtain permission in writing from the owner before you may use these images, trade marks, trade names, or logos in any way.
3.3 healthpro videos and interactive tools are not made available to embed in other websites.
Intention of use
4.1 The site is intended for use by individuals of 18 years of age or older. The site is not directed for use by those under the age of 18. Users under the age of 18 should obtain the assistance of a parent or guardian to use the site.
4.2 Should you use any part of the site requiring secure access, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your personal computer or device, and you agree to accept responsibility for all activities that occur under your account or password.
Termination of use
5.1 We may, using our sole discretion, terminate your account or your use of the site at any time. You are personally liable for any orders or bookings that you place or charges that you incur prior to termination.
5.2 We reserve the right to change, suspend, or discontinue all or any aspects of the site at any time without prior notice.
Order and booking limitations
6.1 We reserve the right to reject any order or booking you place on the site, or to limit quantities on any order or booking, without giving any reason for doing so. If we reject your order or booking, we will generally attempt to notify you using the email address you provided while placing the order or booking.
Order and booking charges
7.1 A valid credit card number, expiration date and card security code is required for all purchases. If we are unable to charge the full cost of your purchase to the credit card you provide, we may cancel your order or booking.
7.2 Your credit card details are not stored anywhere in the site or third parties. We guarantee that the information you provide to healthpro is transmitted using Secure Socket Layer (SSL) encryption to our gateway payment provider, Stripe. We will not be held responsible for events arising from Stripe gaining unauthorised access to your payment details.
7.3 You understand that the prices for products and services may be changed from time to time, but that the site will reflect current prices.
7.4 You are solely responsible for all charges and applicable fees (including delivery charges, taxes and any fees applied by your bank) associated with your order.
8.1 You understand and agree that the site and any services, content or information contained on or provided by healthpro is provided on an “as is” basis. We do not make any express or implied warranties, representations or endorsements (including without limitation warranties of title or noninfringement, or the implied warranties of merchantability or fitness for a particular purpose) with regard to the service or any merchandise, information or service provided through the service. In addition, we do not guarantee that use of the site will be without technical difficulties including, but not limited to, unavailability or inaccessibility of information, downtime, service disruption, viruses or worms, and you understand that you are responsible for implementing sufficient procedures and protective measures to satisfy your particular requirements for accuracy of data input and output.
9.1 Content, prices, and availability of products and services are subject to change without notice. Errors will be corrected where discovered and we reserve the right to revoke any stated offer and to correct any errors, inaccuracies or omissions, including after an order or booking has been submitted and whether or not the order or booking has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is cancelled, we will issue a credit to your credit card account for the amount of the charge. Individual bank policies will dictate when this amount is credited to your account.
Limitations of liability
10.1 The use of the site is entirely at your own risk, and in no event shall we be liable for any direct, indirect, incidental, consequential. Special, exemplary, punitive, or any other monetary or other damages, fees, fines, penalties, or liabilities arising out of, or relating in any way to the site, or sites accessed through this site, and/or content or information provided herein. Your sole and exclusive solution for dissatisfaction with the site is to stop using the site. You hereby acknowledge that this paragraph shall apply to all content, merchandise and services available through the site.
Links to third party websites
12.1 If you have any queries regarding the service, please contact us at firstname.lastname@example.org
13.1 We respect the right to privacy of all visitors to the site. We do not collect information that would personally identify you unless you choose to provide it. Personal information that you submit, such as that required to make a booking or query, is shared only with those people in the healthpro organisation who need such information to respond to your request. We do not save personal information to use for other purposes, nor do we provide it to any other parties.
13.2 The site provides you with the opportunity to receive communications from us or third parties. You are offered subscription to healthpro free email newsletter. Subscribers can unsubscribe from this newsletter at any time.
13.3 Email communications that you send to healthpro via the email links on the site may be shared with an employee or contractor that is best equipped to address your inquiry. Once we have responded to your communication, it is discarded or archived, depending on the nature of the inquiry.
13.4 The web server automatically collects the Internet Protocol (IP) address of the computer or device that accessed the site. An IP address is a number that is assigned to your computer or device when you access the internet. It is not strictly personally identifiable information because multiple individuals may access the internet internet via the same computer or device. We use this information in aggregate form to understand how the site is being used and how we can better serve visitors.
13.6 We will retain your information for as long as your account is active or as needed to provide you services, comply with our legal obligations, resolve disputes and enforce our agreements. With the exception of authorised law enforcement investigations, or other valid legal processes, we will not share any personally identifiable information we receive from you with any parties outside of healthpro in accordance with GDPR. We may share your personally identifiable information with third parties who we have engaged to help us provide the services. In each case, we will ensure that these third parties have agreed not to use or disclose your personal information except to help us provide the services.
13.8 In accordance with GDPR, we uphold your personal privacy rights to subject access, to have inaccuracies corrected, to have information erased, to object to direct marketing, to restrict the processing of your information, including automated decision-making, and data portability.
This policy was last updated April 2018.
15.1 All applicants must submit to healthpro, via the healthpro website, www.healthpro.ie (the “site”);
- their current accredited qualifications and certifications and any relevant additional registrations with national and/or international bodies
- a current photograph that conforms to passport guidelines (for details please see https://www.dfa.ie/passports-citizenship/top-passport-questions/photo-guidelines/)
15.2 Police vetting will be sought in respect of individuals who come under consideration for application approval. Such applicants in the Republic of Ireland are required to complete a Garda Vetting Application Form, issued by healthpro in advance of application approval. This form will be forwarded to An Garda Síochána (Irish Police) for security checks on all Irish addresses at which you have resided. An Garda Síochána will make enquiries with the Police Service of Northern Ireland (PSNI) with respect to addresses in Northern Ireland. If you are not successful in obtaining application approval for whatever reason, this information will be destroyed. If you, therefore, subsequently come under consideration for application approval at a future date, you will be required to supply this information again. While you must complete information in relation to all addresses at which you have resided, the vetting is only done on addresses on the island of Ireland. If you have resided in countries outside of Ireland for a period of 6 months or more, it is mandatory for you to furnish a Police Criminal Records Check / Police Certificate from those countries stating that you have no convictions recorded against you while residing there. You will need to provide a separate Police Criminal Records Check / Police Certificate for each country in which you have resided. The Police Criminal Records Check / Police Certificate must be dated after the date you left the relevant country. You should provide documentation in the English language. Translations must be provided by a registered translation company/institute in the Republic of Ireland; all costs will be borne by you. Only original version documents will be accepted. Applications will not be approved without this information being provided and being in order.
Continuing Professional Development
15.3 If successful in your application, you must thereafter submit to healthpro, via the site, evidence of Continuing Professional Development (CPD) in your respective discipline on a yearly basis, in order for your registration to be maintained.
This Agreement constitutes a legal agreement between you ("you" or "User") and healthpro ("healthpro" or "us"). This Agreement governs your use of our services and platform that facilitates communications between Clients and Specialists offered through our website located at www.healthpro.ie, as it may be modified, relocated and/or redirected from time to time (the "Site"), and the mobile application(s) offered by us (the "Apps"). Our services, platform, Site and Apps are collectively referred to as the healthpro platform.
By using or registering with the healthpro Platform or any portions thereof, you hereby expressly acknowledge and agree to be bound by the terms and conditions of this Agreement, and any future amendments and additions to this Agreement as we may publish from time to time. Please read this Agreement carefully. If you do not agree to be bound by this Agreement, you will not have any right to use the healthpro Platform. healthpro’s acceptance is expressly conditioned upon your assent to this Agreement in its entirety. If this Agreement is considered to be an offer by us, acceptance is expressly limited to this Agreement.
By using the healthpro Platform, you represent and warrant that: (i) you are at least 18 years old, are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts; and (ii) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organisation, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
- Your agreement that the healthpro Platform is provided "as is" and without warranty (Section 16.14).
- Your agreement that the healthpro Platform is solely a communications platform providing a method for Services to be booked, that all Services are performed by third parties, and that healthpro has no liability for any Services or any acts or omissions of third parties (Sections 16.1 and 16.14), with the exception of healthpro’s Money-Back Guarantee (Section 16.3(d)).
- Your agreement that healthpro’s Money-Back Guarantee is limited to Payments paid by Clients through the healthpro Platform (Section 16.3(d)).
- Your agreement to release healthpro from liability based on claims relating to Services and otherwise (Section 16.14) and your agreement to the limitation of time within which a claim can be brought (Section 16.19).
- Your agreement to indemnify healthpro from claims due to your use or inability to use the healthpro Platform and/or Services, your violation of this Agreement, applicable laws or third party rights, and/or content or information submitted from your account to the healthpro Platform (Section 16.15).
- Your agreement that either party may compel binding arbitration for most types of disputes, and your agreement to submit to an informal dispute resolution process for at least 30 days prior to the initiation of any claim (Section 16.16).
- Your agreement that no claims can be adjudicated on a class basis (Section 16.16).
- Your consent to any modifications or amendments to this Agreement (Section 16.20).
16.1. The healthpro Platform is Solely a Venue for Communications; Background Checks
a.) The healthpro Platform is Solely a Venue for Communications: The healthpro Platform is a communications platform enabling connection between individuals seeking to obtain services ("Clients") and/or individuals seeking to provide services ("Specialists"). Clients and Specialists together are referred to as "Users". Those certain services requested by the Clients, which are to be administered by the Specialists, are hereinafter referred to as "Services". healthpro does not itself provide Services. The provision of all Services is the sole responsibility of the Specialists, which may be scheduled through use of the healthpro Platform. healthpro, through the healthpro platform, offers information and a method to obtain such services, but does not and does not intend to provide such services itself or act in any way as a service provider, and has no responsibility or liability for any services provided to users, including, but not limited to, a warranty of good services, warranty of fitness for a particular purpose or compliance with any law, regulation, or code.
b.) Background Checks: healthpro checks the backgrounds of Specialists via third party background check services (Section 15.2). However, each user should exercise caution and common sense to protect its personal safety and property, just as it would when interacting with any person whom it does not know. By using the healthpro Platform, you agree to hold healthpro free from responsibility for any liability or damage that may arise out of the services. healthpro is not responsible for the conduct, whether online or offline, of any user including Specialists, and will not be liable for any claim, injury or damage arising in connection with any services.
16.2. Personal Information; User Accounts
b.) Account, Password and Security: You are the sole authorised user of your account. You are responsible for maintaining the confidentiality of any username, password and account provided by you or us for accessing the healthpro Platform. You are solely and fully responsible for all activities that occur under your password or account, except that healthpro may, in certain circumstances, enter your account to make changes that you request, such as rescheduling a Service appointment. healthpro has no control over the use of any User's account by the User or third parties and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorised party may be using your password or account or you suspect any other breach of security, you must contact us immediately at email@example.com or +353 86 411922. Nothing in this section shall affect healthpro’s rights to limit or terminate the use of the healthpro Platform, as provided below in section 16.4(b).
c.) Proof of Identity: You will provide us with such proof of identity as we may reasonably request from time to time.
d.) Text Messages and Phone Calls: By providing your phone number and using the healthpro Platform, you hereby affirmatively consent to our use of your mobile phone number for calls and, if such phone number is a mobile number, for text messages, in order to assist with facilitating the requested Services. Standard call or message charges or other charges from your phone carrier may apply to calls or text messages we send you. You may opt-out of receiving text messages from us by replying with the word "STOP" to a text message from us.
e.) Emails: healthpro may send you confirmation and other transactional emails regarding the Services. The site provides you with the opportunity to receive communications from us or third parties. You are offered subscription to healthpro Nutrition and Exercise Specialists free email newsletter. Subscribers can unsubscribe from this newsletter at any time.
16.3. Payments; Money Back Guarantee; Claims
a.) Payments: Users of the healthpro Platform contract for Services directly with other Users. healthpro is not a party to any contracts for Services. The healthpro Platform facilitates these contracts by supplying a medium through which Clients can connect with Specialists, schedule Services, and make payments for Services ("Payments"). Clients are obligated to pay in advance for the Service they order through the healthpro Platform. Seventy-two (72) hours after a Service is completed, if there is no complaint by the Client, we will mark the Service as closed. If the Client has agreed with the Specialist to extend or reduce the hours in or to reschedule a requested Service, the Client bears the responsibility for notifying healthpro. Clients must notify healthpro either by changing the date or hours of requested Service through the healthpro Platform or by calling our customer service at +353 86 4119222. All Payments by Clients must be made through the healthpro Platform. Any Payments paid outside of the healthpro Platform are not subject to our Money-Back Guarantee in Section 16.3(d). Except for the Money-Back Guarantee in Section 16.3(d), no refunds or credits will be provided once the Client's credit card has been charged, except that at our sole discretion, refunds or credits may be granted in extenuating circumstances, as a result of specific promotions, or to correct any errors we have made.
b.) Service Rate: The minimum rate per session for a Service ("Session Rate") is set by healthpro at sixty euros (€60). The Specialist is entitled to apply a Session Rate greater than, but not less than this amount for a Service. The Session Rate applied by the Specialist incurs an automatic deduction of fifteen percent (15%).
c.) Minimum Monthly Transaction Frequency: The minimum monthly transaction frequency requirement is set at five (5) transactions per month. Accounts which register four (4) or less transactions in a calender month are subject to immediate termination of registration (as detailed in Section 16.4(b)).
d.) Money-Back Guarantee: For Services ordered and paid for by the Client through the healthpro Platform, and when the Service has already been performed, if the Client is not satisfied with that Service, then the Client is eligible for our Money-Back Guarantee provided that the Client reports the issue within twenty-four (24) hours of the Service appointment to our customer service telephone number by calling +353 86 4119222. The Money-Back Guarantee is as follows: we will either refund the Client's Payment amount for such Service, or, alternatively, we will have the applicable Service re-performed. If the Client elects to have the Service re-performed and the Client is still not satisfied with the Service after it has been re-performed, we will refund the Client's Payment amount for such Service. healthpro’s Money-Back Guarantee is limited to any Payment made by the Client for the Service. healthpro’s Money-Back Guarantee does not apply to any other cost, liability, damage, injury, or claim arising from or in connection with the Services.
16.4. Term and Termination; Cancellation of Services; Survival.
a.) Term: This Agreement shall continue in full force and effect until such time as it is terminated by you or by us.
b.) Termination by healthpro: We may terminate this Agreement or terminate or suspend your right to use the healthpro Platform at any time for any or no reason (including, without limitation, in the event that we believe that you have breached this Agreement or any policy posted on the healthpro Platform, or if we otherwise find that you have engaged in inappropriate and/or offensive behaviour (collectively, "Prohibited Conduct") by providing you with written or email notice of such termination to the postal or email address you have provided us, and termination will be effective immediately upon such notice. If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. When terminating your account, healthpro may delete the account and all the information in it. You have no ownership rights to your account.
c.) Termination by You: You may terminate this Agreement by completely and permanently ceasing to use the healthpro Platform (provided that there are no outstanding Services ordered under your password or account). If you attempt to terminate this Agreement while there are still outstanding Services ordered under your password or account, this Agreement shall not terminate until such Services have been performed or otherwise cancelled as permitted by healthpro.
d.) Policy for Service Cancellation by Client: healthpro’s cancellation policy for specific Services is as follows: Clients may cancel their scheduled Service appointments through the healthpro Platform at any time, subject to the following. If a Client cancels 24 hours or more before a scheduled Service appointment, there is no cancellation fee. If a Client cancels less than 24 hours before a scheduled Service appointment, the Client will be charged the full Service amount. Service appointments may be cancelled through the healthpro Platform.
e.) Policy for Service Cancellation by Specialist: When a Specialist cancels a scheduled Service appointment, the healthpro Platform generally makes the Client's Service request available for another Specialist to select. However, healthpro cannot guarantee that a cancelled Service appointment will be selected by another Specialist and rescheduled or that the Service request will be completed. Specialists who cancel a scheduled Service appointment may incur fees as provided in the Service Agreement.
f.) Survival: All provisions that should by their nature survive the expiration or termination of this Agreement, including without limitation, Sections 16.8, 16.10 and 16.13 - 16.21, shall so survive.
16.6. Community Areas. The healthpro Platform may contain blogs, message boards, applications, reviews, job postings, chat areas, news groups, forums, communities and/or other message or communication facilities that allow Users to communicate with other Users (collectively, "Community Areas"). All submissions made to Community Areas within the healthpro Platform will be public, and we will not be responsible for any information or materials posted in Community Areas. You may only use such Community Areas to send and receive messages and material that are relevant and proper to the applicable forum and that comply with this Agreement. "Your Information" is defined as any information and materials you provide to us or other Users in connection with your registration for and use of the healthpro Platform, including without limitation that are posted or transmitted for use in Community Areas. You are solely responsible for Your Information, and we are merely a passive conduit for your online distribution and publication of Your Information. You hereby represent and warrant that Your Information; (a) will comply at all times with this Agreement, including but not limited to Section 16.7 (Rules for Use of the healthpro Platform) below, and with Section 16.2 (Personal Information; User Accounts) above; and (b) will not create liability for us or cause us to lose (in whole or in part) the services of its ISPs, customers, or other partners or suppliers. You hereby grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to use, host, store, reproduce, modify, create derivative works, communicate, publish, publicly perform, publicly display and distribute all of Your Information that is posted to Community Areas from or through your account on the healthpro Platform, including but not limited to all images, videos, musical works and text included in such postings. The rights you grant in this license are for the limited purpose of operating, promoting, and improving the healthpro Platform. We reserve the right to remove postings from Community Areas in our sole discretion.
16.7. Rules for Use of the healthpro Platform. During the term of this Agreement, you may use the healthpro Platform for your personal use only (or for the use of a person, including a company or other organisation that you validly represent). Specialists agree to provide Services in accordance with all applicable laws and regulations and with the Service Agreement. You shall NOT use the healthpro Platform (including but not limited to any Community Areas) to do any of the following:
a.) Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another's computer.
b.) Upload files that contain software or other material that violates the intellectual property rights or rights of privacy or publicity of any third party.
c.) Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including but not limited to our staff and other Users.
d.) Post a review or rating unless such review or rating contains your independent, honest, genuine opinion.
e.) Use the healthpro Platform or any Service for any purpose or in any manner that is in violation of national, or international law.
f.) Publish, post, upload, distribute or disseminate any profane, defamatory, false, misleading, fraudulent, threatening or unlawful topics, names, materials or information, or any materials, information or content that involve the sale of counterfeit or stolen items.
g.) Advertise or offer to sell any goods or services for any commercial purpose or solicit employment or contract work which is not relevant to services offered through the healthpro Platform. You may not solicit, advertise for, or contact in any form Users for employment, contracting, or any other purpose not related to Services facilitated through the healthpro Platform without express written permission from us.
h.) Use the healthpro Platform to collect usernames and/or email addresses of members by electronic or other means without our express prior written consent.
i.) Conduct or forward surveys, contests, pyramid schemes, or chain letters.
j.) Impersonate another person or allow any other person or entity to use your identification to post or view comments or otherwise use your account.
k.) Post the same note repeatedly (referred to as 'spamming'). Spamming is strictly prohibited.
l.) Download any file posted by another User that you know, or reasonably should know, cannot be legally distributed through the healthpro Platform, or post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly.
m.) Restrict or inhibit any other User from using and enjoying the healthpro Platform.
n.) Imply or state that any statements you make are endorsed by us, without our prior written consent.
o.) Reverse engineer, disassemble, decompile, translate, modify, adapt, license, sublicense, alter, copy, distribute, hack or interfere with the healthpro Platform, its servers or any connected networks, use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape or index the healthpro Platform in any manner, or attempt to do any of the foregoing.
p.) Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by us.
q.) Upload content that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
r.) Upload content that provides materials or access to materials that are obscene, adult or sexual or that exploit people under the age of 18 in an abusive, violent or sexual manner.
s.) Register to use the healthpro Platform under different usernames or identities, after your account has been suspended or terminated.
t.) Mirror or archive any part of the healthpro Platform or any content or material contained on the healthpro Platform without healthpro’s written permission.
16.8. Employment and Withholding. Users do not have authority to enter into contracts or commitments, whether written or oral, implied or express, on behalf of healthpro. You acknowledge that we do not supervise, direct, or control your work or Services performed in any manner. Specialists may wear a healthpro branded item of clothing or other healthpro insignia purely for the purpose of identifying themselves as a service person contacted through the healthpro Platform. healthpro is not an employment service and does not serve as an employer of any User. As such, we will not be liable for any tax or withholding, including but not limited to unemployment insurance, employer's liability, social welfare or payroll withholding tax in connection with your use of Services. You understand and agree that if we are found to be liable for any tax or withholding tax in connection with your use of Services, then you will immediately reimburse and pay to us an equivalent amount, including any interest or penalties thereon. You further agree to indemnify, hold harmless and defend us from any and all claims that you were misclassified as an independent contractor or an employee (including, but not limited to, taxes, penalties, interest and legal fees), any claims that we were an employer or joint employer, and any claims under any employment-related laws, such as those relating to employment termination, employment discrimination, harassment or retaliation, overtime pay, sick leave, holiday pay, retirement benefits, worker's compensation benefits, unemployment benefits, or any other employee benefits.
16.9. Special Promotions; Gift Cards and Vouchers.
a.) Changes to Promotions. We may from time to time provide certain promotional opportunities to Clients. All promotions will be run at our sole discretion, and can be activated, modified or removed at any time by us without advance notification.
b.) Referral Credits. In the event that you are given a code through which you may refer a friend to the healthpro Platform in exchange for a referral credit, you shall not use any online marketing or advertising to promote such code or to artificially increase the amount of credits awarded. By way of example, you may not post, or cause, request or permit a third party to post any such code on a coupon website, nor use any paid search marketing, online advertising, forum posting, newsgroup posting or bulk email to disseminate such code. You may only share such code with your personal friends and acquaintances for legitimate referral purposes, as determined by us in our sole discretion. Without limiting our other rights and remedies, we may terminate such code and/or your account for any breach of this Section.
16.10. Intellectual Property Rights. The healthpro Platform, and the information, data, content and materials, which it contains ("healthpro Materials"), are the property of healthpro and/or its affiliates and licensors, excluding User-generated content, which healthpro has a right to use. The healthpro Materials are protected from unauthorised copying and dissemination by Irish copyright law, trademark law, international conventions, and other intellectual property laws. healthpro and/or its affiliates and licensors are and shall continue to be the sole and exclusive owner of all right, title and interest in and to all intellectual property rights associated with the healthpro Materials. Any use of healthpro Materials, other than as expressly permitted herein, is prohibited without the prior permission of healthpro and/or the relevant right holder. To the extent you provide any suggestions, ideas, enhancement requests, feedback, recommendations, or other information regarding the healthpro Platform, you hereby assign to healthpro all right, title and interest thereto. The service marks and trademarks of healthpro, including without limitation healthpro.ie and the healthpro logo are service marks owned by healthpro. Any other trademarks, service marks, logos and/or trade names appearing on the healthpro Platform are the property of their respective owners. You may not copy or use any of the marks, logos or trade names appearing on the healthpro Platform without the express prior written consent of the owner.
16.11. Copyright Complaints and Copyright Agent. healthpro respects the intellectual property of others, and expects Users to do the same. healthpro will respond to properly submitted notices of alleged copyright infringement that comply with applicable law. In the event that a person or entity has a good faith belief that any materials provided on or in connection with the healthpro Platform infringe upon that person or entity's copyright or other intellectual property right (such person or entity, a "Complainant") and sends to healthpro a properly submitted copyright notice as indicated below, healthpro will investigate, and if it determines, in its discretion, that the material is infringing, healthpro will remove the content and may terminate the access of the User who posted such content to the healthpro Platform in the case of repeat infringers. All notices claiming an infringement of copyright rights must contain the following:
(i) Identification of the intellectual property right that is allegedly infringed. All relevant registration numbers, or a statement concerning the Complainant's ownership of the work, should be included.
(ii) A statement specifically identifying the location of the infringing material, with enough detail that healthpro may find it on the healthpro Platform. Please note: it is not sufficient to merely provide a top level URL.
(iii) The complete name, address, telephone number and e-mail address of Complainant.
(iv) A statement stating that Complainant has a good faith belief that the use of the material is not authorised by the owner of the rights, their agents, or by law.
(v) A statement that the information contained in the notification is accurate, and under the penalty of perjury, Complainant is authorised to act on behalf of the owner of the copyright or other property rights that are allegedly infringed;
(vi) A physical or electronic signature of a person authorised to act on behalf of the owner of the intellectual property rights that are allegedly being infringed.
healthpro 's contact information for notice of alleged copyright infringement is:
16.12. Modifications to the healthpro Platform. We reserve the right in our sole discretion to review, improve, modify or discontinue, temporarily or permanently, the healthpro Platform or any content or information on the healthpro Platform with or without notice. We will not be liable to any party for any modification or discontinuance of the healthpro Platform.
16.13. Confidentiality. The term "Confidential Information" shall mean any and all of healthpro 's trade secrets, confidential and proprietary information and all other information and data of healthpro that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information disclosed directly or indirectly in writing, orally or by drawings or observation. You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of healthpro and agree that you will not use Confidential Information other than as necessary for you to make use of the healthpro Platform as expressly permitted by this Agreement and only during the term of this Agreement. You will not disclose or transfer (or seek to induce others to disclose or transfer) any Confidential Information for any purpose. You shall promptly notify healthpro in writing of any circumstances, which may constitute unauthorised disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorised disclosure, transfer or use. You shall return all originals and any copies of any and all materials containing Confidential Information to healthpro upon termination of this Agreement for any reason whatsoever. The healthpro Platform contains secured components that are accessible only to those who have been granted a user name and password by healthpro. Information contained within the secure components of the healthpro Platform is confidential and proprietary.
16.14. Disclaimer of Warranties; Limitation on Liability.
a.) Use of the healthpro platform is entirely at your own risk. To the fullest extent permitted by applicable law, the healthpro Platform is provided on an "as is" basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose and non-infringement. Without limiting the foregoing, neither healthpro nor its affiliates or licensors warrant that the healthpro Platform will be uninterrupted or error-free, nor do they make any warrantly as to any content available in or through the healthpro Platform, nor do they make any warranty as to any Specialist's registration, professional accreditation or licence, nor do they make any warranty as to the results that may be obtained from the use of the healthpro Platform, or as to the timeliness, accuracy, reliability, suitability, safety, completeness or content of the Services or any products, content, information or materials provided through or in connection with the use of the healthpro Platform or this Agreement. Access to the healthpro Platform is provided free of charge as a courtesy. Neither healthpro nor its affiliates or licensors are responsible for the conduct, whether online or offline, of any User of the healthpro Platform, including but not limited to the conduct of any Clients or Specialists. Neither healthpro nor its affiliates or licensors warrant that the healthpro Platform is free from viruses, worms, trojan horses, or other harmful components. healthpro and its affiliates and licensors cannot and do not guarantee that any information, personal or otherwise, supplied by you will not be misappropriated, intercepted, deleted, destroyed or used by others.
b.) No liability. You agree not to hold healthpro, its affiliates, its licensors, or any such parties' agents, employees, officers, directors, associate directors, corporate partners, or participants (collectively "Members") liable for any damages, expenses, losses, suits, claims, and/or controversies (collectively "Liabilities") that have arisen or may arise, whether known or unknown, relating to your use or inability to use the healthpro Platform, including without limitation any liabilities arising in connection with the conduct, act or omission of any User (including without limitation stalking, harassment, acts of physical violence, and loss or destruction of personal property), Services, any dispute with any User, any instruction, advice, act, or service provided by healthpro or Members, and any destruction of your information. Under no circumstances will healthpro or Members be liable for any direct, indirect, incidental, consequential, special or exemplary damages arising in connection with your use or inability to use the healthpro Platform or any Services, even if such parties were or should have been advised of the possibility of the same. healthpro and Members do not accept any liability with respect to the quality or fitness of any work performed in connection with the healthpro Platform, the Services or this Agreement. Some jurisdictions do not allow the exclusion or limitation of certain types of damages, so the above limitations may not apply to you. If, notwithstanding the foregoing exclusions, it is determined that healthpro or Members are liable for damages, in no event will the aggregate liability, whether arising in contract, tort, strict liability or otherwise, exceed the total fees paid by you to healthpro during the six (6) months prior to the time such claim arose.
c.) Release. healthpro and Members expressly disclaim any liability that may arise between Users of the healthpro Platform. The healthpro Platform is only a venue for connecting Users. Because healthpro is not involved in the actual contact between Users or in the completion of any Service, in the event that you have a dispute with one or more Users, you release healthpro and Members from any and all claims, demands, or damages (actual, direct or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute. You expressly waive and release any and all rights and benefits.
d.) Additional Disclaimer. Nothing in this Agreement or the healthpro Platform constitutes, or is meant to constitute, advice of any kind. If you require advice in relation to any legal, financial or medical matter you should consult and appropriate professional. By using the healthpro Platform, you agree that the exclusions and limitations of liability set out in this Agreement are reasonable. If you do not believe they are reasonable, you must n ot use the healthpro Platform. You accept that, as a company, healthpro has an interest in limiting the personal liability of its officers, directors and employees. You agree that you will bring any claim personally against healthpro's officers, directors or employees in connection with any dispute, loss or damage. Without prejudice to the foregoing, you agree that the limitations of warranties and liability set out in this Agreement will protect the healthpro officers, directors and employees, agents, licensors, parents, subsidiaries, affiliates, successors, assigns and sub-contractors as well as healthpro. Each party acknowledges that the other party has entered into this agreement relying on the of liability stated herein and that those limitations are an essential basis of the bargain between the parties.
16.15. Indemnification. You hereby agree to indemnify, defend, and hold harmless healthpro, its licensors, and each such party's directors, officers, parent organisations, subsidiaries, affiliates, members, employees, agents, attorneys, independent contractors and vendors from and against any and all claims, losses, expenses, liabilities, damages or demands (including lawyers' fees and costs incurred), in connection with or resulting from, directly or indirectly: (i) your use of or inability to use the healthpro Platform and/or any Service, (ii) your violation of this Agreement, (iii) your violation of any applicable law or regulation; (iv) your violation of the rights of another (including but not limited to Specialists), and (v) Your Information and content that you submit or transmit through the healthpro Platform. healthpro reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any such claim or matter without the prior written consent of healthpro.
16.16. Mutual Arbitration Agreement.
a.) Informal Negotiations. To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and healthpro, including wi