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Terms of Service

At MSKnote ltd we believe in simplicity and transparency so we precede the small print with a summary of each section to make things a little easier. However, in such cases where ambiguity or conflict arises between the summary and small print, the small print will take precedence.

Summary

1 – Introduction

  • Thanks for choosing MSK assist
  • If you disagree with these terms you cannot use MSK assist
  • MSKnote ltd is a registered company
  • MSK assist is an MSKnote ltd product
  • You must be 18 years or older to use MSK assist
  • Patients must be eligible for UK healthcare
  • Clinicians must be eligible to provide healthcare in the UK

2 – Changes to the Terms

  • We’ll notify you if we make changes to these terms.
  • If you continue to use the system we’ll consider that as acceptance

3 – Service and availability 

  • MSK assist is a web-based system
  • MSK assist comprises multiple systems
  • MSK assist provides access to information in a variety of formats
  • MSK assist provides a 2-way communication between patients and clinicians
  • We’ll maintain the system to the best of our ability
  • You must register an MSK assist account to use the Service
  • You don’t actually own any part of the system or content
  • We may close your account temporarily if there is a security risk or fault associated with it
  • We will notify users of upcoming maintenance
  • We’ll carry out maintenance outside of office hours
  • If we need to disrupt service delivery for immediate maintenance we will let you know why

4 – Use of the Service

  • Don’t use the service for illegal or harmful activities
  • We monitor usage to help us improve the system
  • You must not scrape any MSK assist data or content
  • You must not resell, lease or make available MSK assist accounts to any third parties
  • You use the Service at your own risk
  • Don’t use the system if you aren’t comfortable with its condition
  • We maintain rights to all IP
  • Customers may not access the source code

5 – Support

  • We’ll support your users throughout the contract
  • We offer support via email, web forms and phone
  • If your account is overdue we may suspend support
  • Patients can contact us regarding technical issues, other issues will be forwarded to you

6 – Customer Data

  • We can use and transfer your data so that the system can work
  • We can copy and reproduce your data to maintain backups
  • Our hosting services can also use, transfer and reproduce your data for the purposes of maintaining backups.
  • We may need to restore a back-up if there’s a critical failure, this may lead to a minor loss of data
  • We store back-ups for 30 days
  • Customers on shared hosting plans cannot automatically restore their datasets
  • We may choose to restore a shared hosting plan Customer back-up upon request
  • We can use the data in our system to create anonymized reports and marketing material
  • For full details of data policies visit  https://mskassist.com/ig-gdpr/
  • Clinicians and patients may both submit data to the Provider
  • We’ll all adhere to UK data protection laws

7 – Acknowledgements and warranty limitations

  • There may be bugs in the software
  • There may be security vulnerabilities
  • There are limits to the compatibility of the system

8 – Limitations and exclusions of liability

  • There are some damages we cannot exclude by law
  • Neither party is liable for loss of production, revenue or business
  • Neither party is liable for loss of data unless either is neglectful or purposefully damaging
  • There are limits to our liability in all cases

9 – Force Majeure Event

  • If an unforeseeable event compromises the Service we will attempt to resolve the issue.

10 – Termination

  • Patients don’t need to give any notice when terminating this Agreement
  • The Customer needs to notify us before terminating the Agreement
  • There are reasons whereby the Agreement may be terminated by default
  • These terms may be superseded by a written contract

11 – Effects of termination

  • When the Agreement is terminated most clauses become invalid
  • Some clauses will remain valid even after termination
  • Customers may need to pay outstanding charges before terminating the Agreement

12 – Clinical Content and Advice

  • We cannot guarantee that the Content is correct and error-free
  • It is each Clinical User’s responsibility to approve the integrity of clinical content
  • We cannot guarantee that the clinical content will improve recovery
  • Look after yourself
  • Let us know if you seen anything wrong
  • Stop using the Service if you’re concerned

13 – General

  • This Agreement is governed by UK Law
  • This Agreement may only be modified by a signed written document
  • Neither party can transfer these contractual obligations to a third party
  • Some clauses will remain valid even after termination
  • Customers may need to pay outstanding charges before terminating the Agreement

14 – Payment 

  • The mobile app is free for all patients
  • All prices are correct at the point of sale on the website
  • We can change prices at anytime and will let existing customers know
  • Patient credits are non-refundable
  • Where a written and signed contract exists and has been agreed upon by both Parties payment may be subject to additional or superseding contractual terms

15 – Contact

Small Print

1 – Introduction

  1. Thank you for choosing this MSKnote ltd (“MSKnote ltd”,”MSKnote”,”we”,”us”,”our”,”the Provider”) product. These Terms of Service (“terms”) apply to all organisations, locations, clinical users  (“users”, “The Customer”, “clinical users”) and patient users (“users”, “patient users”) of MSKnote ltd’s MSK assist Service (“MSK assist”,”The Service”). MSK assist provides personalised and pre-compiled treatment advice, exercise plans and educational videos (“the Content”) as well as other products and services that may be developed from time to time (“the Products”). MSK assist products are made available in a number of formats including; websites, mobile apps, web applications, DVD, digital video, print and email (“formats”).  By signing up, using, or receiving any MSK assist service or product in any format, you agree to the Terms of Service and enter into an agreement with MSKnote ltd (hereinafter “Agreement”). If you do not wish to agree to the Terms of Service, you cannot use the MSK assist service or access any content. 
  2. MSKnote ltd is a company with limited liability established and existing under the laws of The United Kingdom, it is registered at Office 7, 24 Liverpool Gardens, Worthing, BN11 1RY. MSKnote ltd operates from the registered address and via the MSKnote ltd website at msknote.com (“Company Website”). It is registered for VAT under VAT number GB 224 7541 16. 
  3. MSK assist operates from the MSKnote registered address and via the MSK assist Website at mskassist.com, the web app website at clinic.mskassist.app, and the Patient Hub website at patienthub.mskassist.com, as well as other subdomains of msknote.com, mskassist.com and mskassist.app (“Service Websites”).
  4. In order to use the MSK assist service and access any content you need to be; at least 18 years of age, have the power to enter a binding contract with us and not be barred from doing so under any applicable laws, be eligible for healthcare in the UK (for Patient Users), be eligible to provide healthcare services in the UK (for Clinical Users), and reside in a country where the service is available. You also promise that any registration information you choose to provide MSK assist is true, accurate, and complete, and you agree to keep it that way at all times.
  5. We advise you to read these Terms of Service carefully so that you are aware of your rights and responsibilities when using MSKnote’s Service. Questions about the Terms of Service should be sent to info@msknote.com. 
  6. These Terms of Service apply to all agreements between you and MSKnote ltd in respect of every use made of the Service via your account. 

2 – Changes to the Terms

  1. We may occasionally make changes to these terms for valid reasons, such as updating features, repairing the system, modifying existing features, adding new functions, ensuring the operability or the security of the Service, and for legal or regulatory reasons. 
  2. When we make material changes to the terms, we’ll provide you with notice as appropriate under the circumstances, generally by displaying a prominent notice on both the Company Website and Service Websites, or by sending you an email. 
  3. Your continued use of the Service after the changes have been made will constitute your acceptance of the changes. Please therefore make sure you read any such notice carefully. If you do not wish to continue using the Service under the new version of the Agreements, you may terminate your account by contacting us (see contact section). 

3 – Service and availability 

  1. The Provider provides a web based ecosystem of applications called MSK assist which comprises multiple interconnected web applications, APIs, mobile apps and websites. MSK assist grants healthcare providers access to clinical information and exercises in the form of pre-compiled information blocks that can be combined into treatment plans which in turn are made available to patients in a number of different formats. 
  2. Patients can report progress and compliance information back to their clinical provider via MSK assist.
  3.  All MSK assist users are required to register for an MSK assist account in order to use the service.
  4. The Provider will make reasonable efforts to maintain the security, integrity and stability of The Service at all times. 
  5. The Provider does not guarantee that the provision of the Service will be uninterrupted or free of fault and The Provider does not accept responsibility for any part of the service provision infrastructure which is outside its reasonable control.  
  6. The Provider is at all times permitted, without liability to: 
  7. Make technical alterations to any of the MSK assist products
  8. Temporarily limit the Service of your Account if necessary for preventative or corrective maintenance.
  9. The Products and Content are not sold or transferred to you, The Provider retain ownership of all copies of the Products and Content even after installation on your personal computers, mobile handsets, tablets, wearable devices, speakers, and/or other devices (“Devices”).
  10. We will notify users of planned maintenance and changes to any part of the service by email or notification on the Company Website and Service Websites.
  11. We will carry out planned maintenance outside of operating hours (09:00-17:00) wherever possible and will attempt to keep disruption of the service to a minimum. In such cases where this is not possible we will attempt to notify all users of the need to upset availability, and the reason why at the nearest available opportunity.

4 – Use of the Service

  1. You must not use the Service in any way that causes, or may cause, damage to the Service or impairment of the availability or accessibility of the Service.
  2. You must not use the Service:
  3. in any way that is unlawful, illegal, fraudulent, deceptive or harmful; or
  4. in connection with any unlawful, illegal, fraudulent, deceptive or harmful purpose or activity.
  5. You must ensure that all Content complies with the provisions of this Policy.
  6. You acknowledge that we may actively monitor the use of the Service and build anonymised reports for use within the Company.
  7. You must not conduct any systematic or automated data scraping, or similar data harvesting techniques in relation to the Service
  8. The Provider grants you limited, revocable, non-exclusive, non-transferable rights to make personal, non-commercial use of the Content and Service.  
  9. You may not transfer, lease, resell or make available by any other method your MSK assist account or any part of the Service or Content to any third party..
  10. Use of the Service is entirely at your own risk and responsibility. 
  11. If you’re unhappy using the system because a feature is missing or broken please refrain from using MSK assist and contact us. It is your responsibility to notify us should you encounter missing or broken features.
  12.  Nothing in this Agreement shall operate to assign or transfer any Intellectual Property Rights from the Provider to the Customer, or from the Customer to the Provider.
  13. For the avoidance of doubt, the Customer has no right to access the software code (including object code, intermediate code and source code) of the Platform, either during or after the Term.

5 – Support

  1. The Company provides support services to the Customer throughout contracted operational times or as long as the Customer has unused patient credits attributed to their account.
  2. Support shall be available primarily via email and web forms, should an enquiry need an immediate resolution we will offer a phone support service. The provider will respond promptly to all enquiries.
  3. The Provider may suspend support services if any amount due to be paid by the Customer is overdue and the Provider has given the Customer at least 30 days written notice.
  4. Patient Users may access MSK assist support services with enquiries relating to technical issues with the mobile app. All other enquiries from Patient Users will be forwarded to the Customer.

6 – Customer Data

  1. The Customer hereby grants to the Provider a non-exclusive licence to copy, reproduce, store, distribute, publish, export, adapt, edit and translate the Customer Data to the extent reasonably required for the performance of the Provider’s obligations and the exercise of the Provider’s rights under this Agreement. The Customer also grants to the Provider the right to sub-license these rights to its hosting, connectivity and telecommunications service providers subject to any express restrictions elsewhere in this Agreement.
  2. The Provider shall maintain a back-up copy of all Customer data at least daily, the copy shall be maintained in a state whereby it can be recovered easily in the case of a system malfunction. Back-up data shall be retained for 30 days.
  3. The Provider shall use all reasonable endeavours to restore to the Platform the Customer Data stored in the most recent back-up copy in the case of a fatal error, corruption, or failure in the database. The Customer acknowledges that this process will overwrite the Customer Data stored on the Platform prior to the restoration.
  4. The Customer may not restore a specific back-up state while on a shared hosting plan except:
  5. Where an existing agreement is in place that permits the Provider to request back-up restorations
  6. The Provider agrees, upon request, to restore a specific dataset.
  7. The Provider may use anonymized and/or aggregated data from its products to create and publicise; reports, graphs, infographics, stats and other textual and graphical representations of information and/or data.
  8. Both Patient and Clinical Users may submit contact and medical information to the Service
  9. The Provider and Service Users will adhere to applicable UK Data Protection laws including Information Governance and GDPR. Extensive documentation on our data storage, manipulation, use and transfer policies is available within at our GDPR and Information Governance page at https://mskassist.com/ig-gdpr/
  10. The Customer accepts responsibility for compliance with all applicable privacy legislation, the Provider acts as a data processor and the Customer remains the data controller in respect of all data processed using the service.
  11. The Provider shall use every effort to maintain the security, confidentiality and integrity of personal data received from the Users.
  12. The Provider shall provide reasonable assistance to the Customer in its obligations as data controller

7 – Acknowledgements and warranty limitations

  1. The Customer acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of this Agreement, the Provider gives no warranty or representation that the Hosted Services will be wholly free from defects, errors and bugs.
  2. The Customer acknowledges that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of this Agreement, the Provider gives no warranty or representation that the Hosted Services will be entirely secure.
  3. The Customer acknowledges that the Hosted Services are designed to be compatible only with that software and those systems specified as compatible and the Provider does not warrant or represent that the Hosted Services will be compatible with any other software or systems.

8 – Limitations and exclusions of liability

  1. Nothing in this Agreement will:
    1. limit or exclude any liability for death or personal injury resulting from negligence;
    2. limit or exclude any liability for fraud or fraudulent misrepresentation;
    3. limit any liabilities in any way that is not permitted under applicable law; or
    4. exclude any liabilities that may not be excluded under applicable law.
  2. The limitations and exclusions of liability set out in this Clause and elsewhere in this Agreement:
    1. are subject to Clause 8.1; and
    2. govern all liabilities arising under this Agreement or relating to the subject matter of this Agreement, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in this Agreement.
    3. Neither party shall be liable to the other party in respect of any losses arising out of a Force Majeure Event.
    4. Neither party shall be liable to the other party in respect of any loss of profits or anticipated savings.
  3. Neither party shall be liable to the other party in respect of any loss of revenue or income.
  4. Neither party shall be liable to the other party in respect of any loss of use or production.
  5. Neither party shall be liable to the other party in respect of any loss of business, contracts or opportunities.
  6. Neither party shall be liable to the other party in respect of any loss or corruption of any data, database or software; providing that this Clause 8.6 shall not protect the Provider unless the Provider has fully complied with its obligations under Clause 6.2 and 6.3 and providing the Customer has fully complied with its obligations under Clause 4.1
  7. Neither party shall be liable to the other party in respect of any special, indirect or consequential loss or damage.
  8. The liability of each party to the other party under this Agreement in respect of any event or series of related events shall not exceed the greater of:
    1. £1200
    2. The total amount paid and payable by the Customer for each single affected user to the Provider under this Agreement in the 12 month period preceding the commencement of the event or events.
  9. The aggregate liability of each party to the other party under this Agreement shall not exceed the greater of:
    1. £5000 and
    2. the total amount paid and payable by the Customer to the Provider under this Agreement.
  10. Your right to claim damages against the Provider is dependent upon you notifying the Provider immediately of any concerns that arise.

9 – Force Majeure Event

  1. If a Force Majeure Event gives rise to a failure or delay in either party performing any obligation under this Agreement[ (other than any obligation to make a payment)], that obligation will be suspended for the duration of the Force Majeure Event.
  2. A party that becomes aware of a Force Majeure Event which gives rise to, or which is likely to give rise to, any failure or delay in that party performing any obligation under this Agreement, must:
    1. promptly notify the other; and
    2. inform the other of the period for which it is estimated that such failure or delay will continue.
  3. A party whose performance of its obligations under this Agreement is affected by a Force Majeure Event must take reasonable steps to mitigate the effects of the Force Majeure Event.

10 – Termination

  1. The terms set out in Section 10 may be superseded by a written contract between Parties.
  2. The Customer may terminate this Agreement by giving to the other party at least 30 days written notice of termination.
  3. Patient Users may terminate this agreement by uninstalling and/or refraining from using or accessing any MSK assist Products in any Format.
  4. The Provider may terminate this Agreement immediately by giving written notice of termination to the other party if the other party commits a material breach of this Agreement.
  5. Either party may terminate this Agreement immediately by giving written notice of termination to the other party if:
    1. the other party:
      1. is dissolved;
      2. ceases to conduct all (or substantially all) of its business;
      3. is or becomes unable to pay its debts as they fall due;
      4. is or becomes insolvent or is declared insolvent; or
      5. convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;
    2. an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the other party;
    3. an order is made for the winding up of the other party, or the other party passes a resolution for its winding up[ (other than for the purpose of a solvent company reorganisation where the resulting entity will assume all the obligations of the other party under this Agreement)]; or
    4. if that other party is an individual:
      1. that other party dies;
      2. as a result of illness or incapacity, that other party becomes incapable of managing his or her own affairs; or
      3. that other party is the subject of a bankruptcy petition or order

11 – Effects of termination

  1. Upon the termination of this Agreement, all of the provisions of this Agreement shall cease to have effect, save that the following provisions of this Agreement shall survive and continue to have effect (in accordance with their express terms or otherwise indefinitely): Clauses 4.10, 6.1,6.2, 6.5 and 8
  2. Except to the extent that this Agreement expressly provides otherwise, the termination of this Agreement shall not affect the accrued rights of either party.
  3. Within 30 days following the termination of this Agreement for any reason:
    1. The Customer must pay to the Provider any Charges in respect of Services provided to the Customer before the termination of this Agreement; and
    2. the Provider must refund to the Customer any Charges paid by the Customer to the Provider in respect of Services that were to be provided to the Customer after the termination of this Agreement
  • without prejudice to the parties’ other legal rights.

12 – Clinical Content and Advice

  1. You understand and agree that the Service is provided “As Is” and “As Available” without express or implied warranty or condition of any kind. The Provider holds no claim as to the condition, quality, integrity, fitness for purpose or validity of any Content. 
  2. The Provider makes no guarantee as to the effectiveness or suitability of the treatment advice or exercise advice to any given condition. 
  3. Clinical users are responsible for approving all clinical content provided by the Service.
  4. Patient Users accessing the Service Content with or without clinical guidance agree to:
    1. take all reasonable precautions when following advice.
    2. seek medical assistance if the condition worsens.
    3. notify the Provider if any information is deemed to be incorrect, harmful, untruthful, or erroneous
    4. cease using the Service if concerned about following any advice
  5. You are not permitted to make content that:
    1. is deemed hurtful, offensive, inappropriate or illegal
    2. may cause digital harm, including: viruses, trojans, worms, bots and other software design to cause interference or corruption.
    3. could damage the reputation and/or business interests of the Provider
  6. The Provider reserves the right to alter or remove any Content that breaches the terms of this Agreement

13 – General

  1. No breach of any provision of this Agreement shall be waived except with the express written consent of the party not in breach.
  2. If any provision of this Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of this Agreement will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).
  3. This Agreement may not be varied except by a written document signed by or on behalf of each of the parties.
  4. Neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under this Agreement.
  5. This Agreement is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to this Agreement are not subject to the consent of any third party.
  6. This Agreement shall constitute the entire agreement between the parties in relation to the subject matter of this Agreement, and shall supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter.
  7. This Agreement shall be governed by and construed in accordance with English law.
  8. The courts of England shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this Agreement.

14 – Payment 

  1. Patient Users are not subject to a fee for using the mobile app 
  2. The Customer shall pay the Provider the agreed fees as displayed at the point of sale on the Service Website or according to the payment schedule of a separate written contract.
  3. Fees are in the currency shown at the point of sale and exclusive of all taxes, levies, or duties except where explicitly written. 
  4. The Provider is entitled to change its Service fees at any time. Existing Customers will be notified of the change by email and/or notifications on the Company Website and Service Website. The new fee will become applicable from the start of the next subscription period.
  5. Customers that purchase Patient Credits via the Service interface:
  6. Are not held to a subscription period
  7. May cease using the Service at any time without penalty
  8. Are under no obligation to purchase a minimum number of credits
  9. Customers with a separate written contractual agreement must abide by the payment specification written in the contract
  10. To the maximum extent permitted by law, the Service is provided on a non-refundable basis. No refunds will be granted for unused credits. 

15 – Contact

  1. General Enquiries: info@msknote.com
  2. Technical Support: support@mskassist.com
  3. Data Enquiries:  info@msknote.com