Terms of Use (Child Patient)

These terms of use (the "Child Account Terms of Use") govern your access and use of the public website (the "Website") and the private portal which requires registration to be accessed (the "Private Portal", and together with the Website, the " Platform") located at www.greenspacehealth.com, app.greenspacehealth.com or on a custom branded web domain provided by Greenspace on behalf of a customer. The words "Greenspace," "we," "us," or "our" mean, collectively, Greenspace Mental Health Ltd. and all of its respective affiliates, successors or assigns. "You" or "your" means the child, youth, adolescent, parent, teacher or other participant that creates an account on the Platform.

1. Legal Agreement

If you are of legal age to form a binding contract, these Child Account Terms of Use shall govern your access to and use of the Platform and constitute a binding legal agreement among you, as a user of the Services (as defined in Section 7 below) and Greenspace.

If you are not of legal age to form a binding contract, these Child Account Terms of Use shall not constitute a binding legal agreement, and merely provide guidance as to the standards and expectations when using the Platform.

2. Overview of Accounts

In order for a Treatment Provider (as defined in Section 7 below) to use the Platform in respect of a child, youth or adolescent (hereinafter, a "Child"), a Treatment Provider (or appropriately permissioned administrator) must create a profile for the Child on the Platform (a "Profile"). The creation of a Profile does not require the Child, or their parent or guardian to register and create an account on the Platform.

In addition to creating a Profile for the Child:

1. a Treatment Provider may invite the Child’s parent (the "Parent") to register and create an account on the Platform (an "Account"), to access certain information and provide information relevant to the Child’s care.
2. Following the creation of an Account by the Parent, the Treatment Provider(s) may also invite the Child, additional parents, teachers or other participants (each a "Participant") to each create an Account associated with the Child’s Profile.

For greater clarity, a Parent is required to create an Account and accept these Child Account Term of Use, before a Child is permitted to create an Account.

3. Parent Account Responsibility

The Parent shall be responsible for ensuring that all Participants that are not of legal age to form a binding agreement, comply with the terms and requirements set out in these Child Account Terms of Use. For greater certainty, this shall include the Parent being responsible for all indemnification and liability obligations of any Participant not of legal age to form a binding contract. If the Parent is not willing to accept this responsibility, the Parent’s sole remedy is to discontinue using the Website.

4. Not for Emergency Use

USE OF THE SERVICES IS NOT FOR EMERGENCIES. IF YOU HAVE A MEDICAL OR MENTAL HEALTH EMERGENCY, OR IF AT ANY TIME YOU ARE CONCERNED ABOUT YOUR CARE OR TREATMENT, CALL 911 OR GO TO THE NEAREST OPEN CLINIC OR EMERGENCY ROOM.

IF YOU ARE CONSIDERING OR CONTEMPLATING HARMING OR KILLING YOURSELF OR ARE CONCERNED THAT YOU ARE A DANGER TO YOURSELF OR TO OTHERS, YOU MUST DISCONTINUE USE OF THE SERVICES IMMEDIATELY, CALL 911 OR GO TO THE NEAREST OPEN CLINIC OR EMERGENCY ROOM.

5. Documents Incorporated by Reference

These Child Account Terms of Use incorporate by reference the following documents, which shall be construed as forming part of these Child Account Terms of Use.

• Website Terms of Use
• Patient Privacy Policy
6. Definitions

"HIPAA" means the Health Insurance Portability and Accountability Act of 1996;

"Protected Health Information" or "PHI" means protected health information as defined by HIPAA's Privacy Rule found at 45 C.F.R. § 160.103;

7. Treatment Providers

A "Treatment Provider" is a regulated professional who is permitted to provide psychotherapy services and is registered as a Therapist on the Platform. Treatment Providers may include, but are not limited to, psychiatrists, psychologists, clinical social workers, registered psychotherapists, professional counselors and marriage and family therapists. "Treatment Providers" include employees, agents, or independent contractors of Treatment Providers.

8. Services

The Platform includes, without limitation, the following services (collectively, the "Services" ):

1. the facilitation and delivery of assessments to Participants as determined by the Treatment Provider(s);
2. the display of the results of such assessments to Participants, as determined by the Treatment Provider(s); and
3. the provision of other information about Greenspace and our products and services through the Platform.

For clarity, Greenspace is not a provider of telemedicine or telemedicine services.

THE SERVICES DO NOT INCLUDE THE PROVISION OF HEALTH CARE SERVICES, MENTAL HEALTH SERVICES OR SOCIAL OR PSYCHOTHERAPY SERVICES, OR ANY OTHER PROFESSIONAL SERVICES BY GREENSPACE. Greenspace is simply a technology service provider that facilitates the Services through the platform.

TREATMENT PROVIDERS ARE NOT THE EMPLOYEES OR AGENTS OF GREENSPACE AND ARE NOT CREDENTIALED BY GREENSPACE. GREENSPACE DOES NOT HAVE ANY OVERSIGHT OF THE CARE PROVIDED TO YOU BY PROVDERS. Each Treatment Provider is an independent practitioner who is solely responsible for any health care services or social or psychotherapy services provided, and is also solely responsible for obtaining informed consent, where required, to any medical treatment, including without limitation, your consent to use the Services, to the extent such consent is required by applicable provincial/territorial legislation.

9. Applicability of These Child Account Terms of Use

Your access to and use of the Platform and the Services is conditioned on your compliance with these Child Account Terms of Use. By becoming a registered user and/or accessing and/or using the Platform and Services, you agree to be bound by these Child Account Terms of Use and all applicable laws and regulations governing the Services. If you do not agree with these Child Account Terms of Use, you are not authorized to access the Platform or use the Services for any purpose. Additional terms and conditions applicable to specific areas of the Platform, together with the Child Account Terms of Use, govern your use of those areas. If you do not agree with any of these additional terms and conditions, you are not authorized to access or use those areas of the Platform.

10. Medical Advice

While the Services may provide access to certain general medical information, the Services cannot and are not intended to provide medical advice. We advise you to always seek the advice of a physician or other regulated health professional with any questions regarding your or the Child's (as applicable) health or medical conditions. Never disregard, avoid, or delay in obtaining medical advice from your physician or other regulated health professional because of something you have read on the Website. If you have or suspect that you or the Child has a medical problem or condition, please contact a physician or other regulated health professional immediately.

THE CONTENT ON THE WEBSITE IS NOT AND SHOULD NOT BE CONSIDERED MEDICAL ADVICE OR A SUBSTITUTE FOR INDIVIDUAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. YOU SHOULD ALWAYS TALK TO YOUR PHYSICIAN OR OTHER REGULATED HEALTH PROFESSIONAL FOR DIAGNOSIS AND TREATMENT, INCLUDING INFORMATION REGARDING WHICH DRUGS OR TREATMENT MAY BE APPROPRIATE FOR YOU OR THE CHILD. NONE OF THE INFORMATION ON THE WEBSITE REPRESENTS OR WARRANTS THAT ANY PARTICULAR DRUG OR TREATMENT IS SAFE, APPROPRIATE, OR EFFECTIVE FOR YOU OR THE CHILD (AS APPLICABLE).

11. Eligibility Requirements

Access to certain portions of the Platform, Services and Content is restricted to users registered on the Platform.

There is no guarantee that you will be accepted as a registered user. Even if you are accepted as a registered user a Treatment Provider, your Treatment Provider may determine that use of the Services is not appropriate for some or all of the Child's treatment needs, and accordingly may elect not to facilitate your use of the Services.

12. Registration and Passwords

In order to access the Private Portal and certain of the Services you will be required to complete an online registration form and become a registered user of the Platform by creating an account.

In consideration for your use of the Platform and the Services provided on it, you agree to provide true, current, complete and accurate information as requested on any registration form to which the Platform may direct you, and to update that registration information as soon as possible after any information on such registration form changes.

Upon registration, you will choose a username and password. You alone are responsible for keeping that password and username confidential, and for any and all activity that occurs on the Platform under such password or username. You agree to immediately notify Greenspace of any unauthorized use of your password or username or any other breach of security.

By creating an Account, you expressly consent to the use of: (a) electronic means to complete these Child Account Terms of Use and to provide you with any notices given pursuant to these Child Account Terms of Use; and (b) electronic records to store information related to these Child Account Terms of Use or your use of the Services. Greenspace cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.

We reserve the right to deny your access to the Services or any part thereof, in order to maintain or restore security or performance to the Platform or any other Greenspace sites and systems. We may also do so if we reasonably believe you are in breach of these Child Account Terms of Use or your Account has been or may be being used or may be used by an unauthorized person(s).

13. Patient Profile

A Patient profile will be established and maintained for the Child on the Platform to enter, store, and access your or your child’s personal information, including your or your child's personal health information ("Personal Information") online, and for Treatment Providers to communicate with you. All of the Personal Information contained in the Patient profile will be maintained in accordance with the Child Account Terms of Use and our Patient Privacy Policy.

By consenting to receive the Services using the Platform, you consent to the inherent material risks associated with the electronic uploading, transmission and storage of Personal Information. By providing or uploading any Personal Information to the Platform, you are consenting to the collection, use and disclosure of such Personal Information for the purposes of providing the Services to you and for consistent purposes. Although Greenspace uses advanced encryption technology and other security protocols to protect your Personal Information, you acknowledge by using the Platform that there are inherent risks to any technology however remote that could cause security protocols to fail or be breached, which could result in the unauthorized collection, use or disclosure of your Personal Information. Greenspace will notify you to the extent required by law of any security protocol failure or breach that has resulted in in the unauthorized collection, use or disclosure of your or the Child's Personal Information.

By consenting to receive the Services using the Greenspace Platform, you consent to receive assessments by email or sms, as selected by you. You should consider that email and sms are not secure means of communication. There is some risk that Personal Information contained in an email or sms may be disclosed to, or intercepted by, unauthorized third parties. Greenspace cannot ensure the security or confidentiality of messages sent by email or sms.

14. Responsibility for Care

The Child's medical care and mental health care is solely the responsibility of the Child's Treatment Provider(s), as applicable.

Under the Services, mental health care services or social or psychotherapy services are provided exclusively by Treatment Providers. Greenspace supports Treatment Providers by providing them with a license to use our intellectual property rights, including our patent pending inventions, trade secrets, copyrights, trademarks, service marks, trade dress and proprietary and confidential information and access to Greenspace's technology platform. However, exclusive control and responsibility for the delivery of mental health care services or social or psychotherapy services is reserved to Treatment Providers.

15. Verification of Treatment Providers

All Treatment Providers that register on the Platform represent that they are permitted to provide psychotherapy services and are a member in good standing with the regulatory college or licensing board of their jurisdiction. Greenspace requires Treatment Providers to represent and warrant that that they are in good standing with their respective regulatory college or licensing board and to immediately apprise Greenspace of any changes to such status. Greenspace conducts limited credential checks and other verifications of Treatment Providers and the information they have provided to Greenspace. However, Greenspace is not responsible for credentialing Treatment Providers, makes no representation regarding the accuracy of Treatment Providers' credentials, and expressly disclaims any liability for fraudulent credentials or claims by Treatment Providers. In addition, changes in the Treatment Provider's professional status after we perform an initial credential check. We recommend that you separately confirm that the Child's Treatment Provider is in good standing with his or her respective regulatory college.

16. Privacy

When you use the Greenspace Platform, Greenspace will collect certain personally identifiable information from you, including PHI ("Personal Information"), as set forth in more detail in our Patient Privacy Policy, which is hereby incorporated by reference. By registering on the Greenspace Platform, you agree that Greenspace may collect, use, and disclose your Personal Information as set forth in our Patient Privacy Policy.

17. Conduct

As a condition of continued access to and use of the Platform and the Services, you shall abide by all applicable federal, state and other laws and regulations and the "Code of Conduct" set forth in the Website Terms of Use. Specifically, in addition, without limiting the foregoing, Participants shall not:

1. upload, post, email or otherwise transmit any Content (as defined in Section 18 below) to which they do not have the lawful right to copy, transmit and display (including any Content that would violate any confidentiality or fiduciary obligations that you might have with respect to the Content);
2. use the Services to collect or store personal data about other users without their express permission;
3. knowingly include or use any false or inaccurate information in any profile;
4. circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any Content;
5. attempt to probe, scan or test the vulnerability of any Greenspace system or network or breach or impair or circumvent any security or authentication measures protecting the Services;
6. attempt to decipher, decompile, disassemble, reverse engineer, or otherwise attempt to discover or determine the source code of any software or any proprietary algorithm used to provide the Services;
7. use the Services in any way that competes with Greenspace, including, without limitation, misrepresenting one's identity or posing as a current or prospective patient in order to solicit or recruit Treatment Providers, directly or indirectly; or
8. encourage or instruct any other person or entity to do any of the foregoing.
18. Intellectual Property Rights

We or our third party service providers retain all right, title and interest in and to the Platform and all content on the Platform ("Content"), including all copyrights, patents, trade secrets, trade-marks and other intellectual property rights. We reserve all rights not expressly granted in these Child Account Terms of Use. These Child Account Terms of Use do not grant or imply any rights to any of our Services or Content, including our trade-marks, trade names and logo designs, or those of our third party service providers. You may not use any of our Content, including names, trade-marks, logo designs or copyrights, in any manner without our prior written consent. All copies and reproductions of our Content made by you must retain all copyright and other notices that are on the Platform or any of our social media sites.

19. Participants' License to Use the Services

When you use the Platform and Services, you may access intellectual property rights that we or our licensors own or license. Subject to compliance with the terms and conditions of these Child Account Terms of Use, Greenspace grants you a limited, non-exclusive, non-transferable and revocable license, without the right to sublicense, to access and use the Services and to download and print any Content provided by Greenspace solely for your personal and non-commercial purposes. You may not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or Content, except as expressly permitted in these Child Account Terms of Use, without Greenspace's express prior written consent. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Greenspace or its licensors, except for the licenses and rights expressly granted in these Child Account Terms of Use.

20. Disclaimer

Your use of the Services and Content is at your sole discretion and risk. The Services and Content, and all materials, information, products and services included therein, are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind.

GREENSPACE AND ITS LICENSORS AND AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE SERVICES AND CONTENT, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING, OR COURSE OF PERFORMANCE. GREENSPACE AND ITS LICENSORS AND AFFILIATES MAKE NO WARRANTY THAT THE CONTENT YOU ACCESS ON OUR WEBSITE OR USING OUR SERVICES SATISFIES THE LAWS AND REGULATIONS REQUIRING THE DISCLOSURE OF INFORMATION FOR PRESCRIPTION DRUGS.

IN ADDITION, GREENSPACE AND ITS LICENSORS AND AFFILIATES DISCLAIM ANY WARRANTIES REGARDING SECURITY, ACCURACY, RELIABILITY TIMELINESS AND PERFORMANCE OF THE SERVICES OR THAT THE SERVICES WILL BE ERROR FREE OR THAT ANY ERRORS WILL BE CORRECTED. NO ADVICE OR INFORMATION PROVIDED TO YOU BY GREENSPACE WILL CREATE ANY WARRANTY THAT IS NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.

WE MAKE NO REPRESENTATIONS CONCERNING, AND DO NOT GUARANTEE, THE ACCURACY OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION PROVIDED THROUGH THE SERVICES OR THEIR APPLICABILITY TO YOUR INDIVIDUAL CIRCUMSTANCES. OUR SERVICES AND WEBSITE CONTENT ARE DEVELOPED FOR USE IN THE UNITED STATES AND GREENSPACE AND ITS LICENSORS AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTY CONCERNING THE SERVICES OR WEBSITE CONTENT WHEN THEY ARE USED IN ANY OTHER COUNTRY.

THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, LIABILITY OR CERTAIN DAMAGES OR LIMITATIONS OF REPRESENTATIONS MADE CONCERNING GOODS OR SERVICES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU.

21. Indemnification

You agree to indemnify and hold harmless Greenspace, its affiliates, members, directors, officers, employees, agents, and licensors from and against any and all losses, expenses, damages, claims, fines, penalties, costs and liabilities (including reasonable legal and accounting fees), resulting from your (or anyone acting under your password or username) use of the Platform, connection thereto, or any alleged violation by you of these Child Account Terms of Use, including, without limitation, the Code of Conduct (as set out in the Website Terms of Use).

In particular, you agree to indemnify and hold harmless Greenspace, its affiliates, members, directors, officers, employees, agents, sponsors, and licensors for any injury, including but not limited to bodily harm or death, to you or any third party that may result from the use of or reliance on any Content.

22. Limitation of Liability

IN NO EVENT SHALL GREENSPACE OR GREENSPACE'S LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR LOST PROFITS THAT RESULT FROM OR IN CONNECTION WITH THE USE OF, OR THE INABILITY TO USE, THE WEBSITE OR ANY CONTENT, OR SERVICES OBTAINED THROUGH THE WEBSITE, EVEN IF GREENSPACE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. IF YOU ARE DISSATISFIED WITH THE WEBSITE, THE CONTENT, THE SERVICES OR THE CHILD ACCOUNT TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE.

NOTHING HEREIN SHALL LIMIT THE POTENTIAL PROFESSIONAL LIABILITY OF THE TREATMENT PROVIDERS OR OTHER LICENSED HEALTHCARE PROFESSIONALS ARISING FROM OR RELATED TO MEDICAL OR MENTAL HEALTH ADVICE, DIAGNOSIS, OR TREATMENT THEY PROVIDE TO YOU OR THE CHILD, EXCEPT AS PROVIDED UNDER APPLICABLE STATE LAWS. IN MANY JURISDICTIONS, TREATMENT PROVIDERS ARE REQUIRED TO REPORT CONFIDENTIAL INFORMATION IF THEY HAVE REASON TO BELIEVE THAT A PATIENT IS LIKELY TO HARM OTHERS OR HIMSELF/HERSELF. IN NO EVENT SHALL GREENSPACE BE LIABLE FOR THE DISCLOSURE OF CONFIDENTIAL INFORMATION BY A TREATMENT PROVIDER FROM WHOM YOU OR THE CHILD (AS APPLICABLE) RECEIVE MENTAL HEALTH SERVICES OR SOCIAL OR PSYCHOTHERAPY SERVICES. GREENSPACE IS NOT LIABLE TO ANY PERSON OR USER FOR ANY HARM CAUSED BY THE NEGLIGENCE OR MISCONDUCT OF A TREATMENT PROVIDER PROVIDING MENTAL HEALTH SERVICES. IN NO EVENT WILL THE CUMULATIVE LIABILITY OF GREENSPACE OR GREENSPACE'S LICENSORS OR AFFILIATES TO YOU, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED $1,000.

23. Errors and Inaccuracies.

The information on the Platform may contain typographical errors or other errors or inaccuracies, and may not be complete or current. Greenspace reserves the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice to you. Greenspace will not, however, guarantee that any such errors, inaccuracies, or omissions will be corrected. Greenspace reserves the right to refuse to fill any orders or provide Services that are based on inaccurate or erroneous information on the Platform, including, without limitation, incorrect or out-of-date information regarding pricing, payment terms, or for any other lawful reason.

24. Changes

Greenspace reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Platform (or any part thereof) with or without notice. Further, Greenspace reserves the right to change these Child Account Terms of Use at any time and to notify you by posting an updated version of the Child Account Terms of Use on this Website. You are responsible for regularly reviewing the Child Account Terms of Use, including, without limitation, by checking the date of "Last Update" at the bottom of this document. Continued use of the Platform after any such changes shall constitute your consent to be bound by such changes, with continued provision of the use of the Platform constituting consideration from Greenspace to you for so being bound. Your only right with respect to any dissatisfaction with (1) these Child Account Terms of Use (2) any policy or practice of ours in operating the Platform or (3) any Content available through the Platform, is to stop visiting and using the Platform.

25. Termination.

You may terminate your Account at any time and for any reason by providing written notice to Greenspace. Upon any termination by you, your Account will no longer be accessible. Any cancellation request will be handled within 30 days of receipt of such a request by Greenspace.

We may suspend or terminate your right to use our Services or the Platform at any time, in the event that you breach these Child Account Terms of Use, for any reason, or for no reason at all, in our sole discretion, and without prior notice to you. After such termination, Greenspace will have no further obligation to provide the Services, except to the extent we are obligated to provide you access to your health records or Treatment Providers are required to provide you with continuing care under their applicable legal, ethical and professional obligations to you.

Upon termination of your right to use our Services or the Platform or our termination of the Services or Platform, all licenses and other rights granted to you by these Child Account Terms of Use will immediately terminate.

Despite anything to the contrary, all of your covenants, agreements, representations and warranties made in these Child Account Terms of Use will survive the termination, suspension or cancellation of your access to the Platform and remain in full force and effect.

26. Area of Service

Unless otherwise agreed by Greenspace, the Services described in these Child Account Terms of Use are solely offered within the United States of America.

27. Applicable Laws

The construction, interpretation and performance of these Patient Terms of Use and all transactions under this Agreement shall be governed and enforced pursuant to the laws of the State of New York, without giving effect to its conflicts of laws provisions, except to the extent New York law is preempted by any provision of federal law, including HIPAA. The Parties agree that all disputes arising out of or relating to this Agreement will be subject to mandatory binding arbitration under the rules of Judicial Administration and Arbitration Services ("JAMS") in effect at the time of submission, as modified by this Section 6(d). The arbitration will be heard and determined by a single arbitrator selected by mutual agreement of the Parties, or, failing agreement within thirty (30) days following the date of receipt by the respondent of the claim, by JAMS. Such arbitration will take place in New York County, New York. The arbitration award so given will be a final and binding determination of the dispute, and will be fully enforceable in any court of competent jurisdiction. Except in a proceeding to enforce the results of the arbitration or as otherwise required by law, neither Party nor any arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written agreement of both Parties.

If any provision of the present Patient Terms of Use shall be unlawful, void, or for any reason unenforceable, then such provision shall be severable from these Patient Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

These Terms of Use and any and all other legal notices or statements posted on the Greenspace Platform constitute the entire agreement between you and Greenspace with respect to the use of the Greenspace Platform, including the Services and the Content.

28. Notice

Notices to you may be made via email or regular mail, or in cases of changes to these Child Account Terms of Use or to the Services offered by the Platform, by posting notices or links to such notices on the Website itself.

You agree that it is the express wish of the parties that this agreement and all related documents be drawn up in English.

If you have any questions or comments regarding these Child Account Terms of Use please contact us at support@greenspacehealth.com.

Last Update: May 13, 2021