Terms of Service

Last Modified: August 6, 2025

These terms of service, together with any documents incorporated by reference, (collectively, the "Terms") are entered into by and between you and Spurose Inc. ("us," "we," "our" or the "Company"). These Terms grant you access to, offer and govern your use of the website, applications, and other offerings provided we provide in connection with the platform offered through www.spurose.ca (our "Services" or the "Platform").

BY USING THE SERVICES OR BY CLICKING TO ACCEPT THESE TERMS, YOU ACCEPT AND AGREE TO BE BOUND AND COMPLY WITH THESE TERMS AND CONDITIONS AND ALL OTHER TERMS AND POLICIES INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MUST NOT ACCESS, USE OR MAKE ANY PURCHASES THROUGH THE SERVICES.

YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM THE SERVICES IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT AT LEAST 18 YEARS OF AGE, OR (C) ARE PROHIBITED FROM ACCESSING OR USING OUR SERVICES, OR ANY RELATED SERVICE OR CONTENT, BY APPLICABLE LAW.

By using the Services, you represent and warrant that you are the legal age of majority under applicable law to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services.

Updates to These Terms

We may update these Terms (in our sole discretion) periodically, so we encourage you to check our Services for updates. All revisions become effective immediately at the time we post them. Your continued use of the Services after the posting of such updated Terms means you accept and agree to the changes, and you will be bound by such updated Terms going forward if you continue using our Services. We also reserve the right to change our Services and any related elements at our sole discretion.

Our Role

We help connect healthcare professionals and service providers with people seeking their services. The people using our Platform are either "Customers" or "Providers". "Providers" offer Customers the healthcare services they seek through our Platform, and "Customers" use our Platform to obtain healthcare services from Providers.

We do not offer or provide any healthcare services offered or provided by Providers in connection with our Services. Accordingly, neither we nor our personnel are health care practitioners, health information custodians (as that term is defined in the Personal Health Information Protection Act and other similar legislation) or agents of such persons.

Ultimately, we simply provide a platform for Providers and Customers to connect.

Your Access & Account

When using our Services, Customers must register for a Customer account, and Providers must register for a Provider account. When creating an account on our Platform, you will be asked to provide certain information, including your contact information (such as your name and email address) and payment information (if you are purchasing something through our Platform). All information collected by us will be handled in accordance with our privacy policy (the "Privacy Policy"), and you represent and warrant the information you provide is current, complete and correct.

The Online Aspect of Our Platform

Each province and territory in Canada has its own rules about who can provide healthcare services and under what conditions. Depending on where a Customer lives, the Provider delivering care may be located outside a Customer's province or territory. We typically indicate a Provider's location on our website.

If you don't have a primary care provider, we recommend finding one. We do not share details about how Customers use our Platform with their primary care providers unless they request it. We encourage Customers to let their provider know about any care they receive through the Platform.

Additional Terms for Providers

Providers are solely responsible for how they use the Services and the information they collect while using our Platform. That means Providers are responsible for compliance with all rules, laws and regulations applicable to their use of the Services and their relationships with Customers. Licensed healthcare professionals using the Platform are fully responsible for all medical and clinical services, including maintaining standards of care, keeping records, and meeting professional obligations. All diagnoses, treatments, prescriptions, and other healthcare services will be provided or supervised solely by these professionals, at their discretion.

For all Services rendered to a Platform Customer, Providers are required to invoice and accept payment through the Platform. We deduct 20% from all payments (our "Fee") processed through the Platform, and the remainder (net of processing fees) (the "Provider's Fee") shall be remitted to the appropriate Provider. Providers are responsible for providing correct and accurate payment information to us, which we will use to deliver the Provider's Fee. A "Platform Customer" means a person seeking health care services, who Provider is first introduced to or connected with via the Platform.

Providers are independent contractors and nothing in this Agreement will be deemed or construed as creating a joint venture, partnership, agency relationship, or franchise between us and a Provider. Accordingly, Providers may choose which Platform Customers they provide their services to, and Providers may, in their discretion, discontinue the services they provide to a Platform Customer. Neither party, by virtue of these Terms, will have any right, power, or authority to act or create an obligation, express or implied, on behalf of the other party.

Any Providers who hold themselves out as being licensed healthcare professionals represent and warrant that they hold all necessary licenses relating to their claims and are in good standing with the relevant licensing (or otherwise governing) body.

Additional Terms for Customers

Customers acknowledge that they are solely responsible for how they use the Services, and we do not make any representations or warranties with respect to the skills, abilities or suitability of any Provider. Each Customer further acknowledges that Providers are solely responsible for the information that such Customer delivers to a Provider while using our Services.

Additionally, no results can be guaranteed or assured in connection with services provided by Providers, and Providers may (a) to choose not to provide their services to you, or (b) refuse to continue providing their services to you. Providers have discretion over who they choose to provide their services to, and Customers may only request such services for themselves (and not on behalf of another person).

For all services rendered by a Platform Provider, Customers are required to pay for such services through the Platform, and those payments must be made before any services are delivered by a Platform Provider. A "Platform Provider" means a person providing health care services, who Customer is first introduced to or connected with via the Platform.

You, as a Customer, represent and warrant that (i) the payment information you supply to us is true, correct and complete, (ii) you are duly authorized to use such payment mechanism for the purchase, (iii) charges incurred by you will be honoured by you and any relevant third party (e.g. a credit card company), and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any, regardless of the amount quoted on the Services at the time of your order.

All Customers acknowledge and agree that the Services are not a replacement for emergency medical care. If such care is required, Customers must seek guidance from the appropriate healthcare provider and may need to attend the nearest hospital.

Customers may not seek treatment for any of the following symptoms through the Platform:

  • chest pains
  • difficulty breathing
  • fever in children under the age of 3 months
  • blackouts or feeling like you may blackout
  • any impairment in level of consciousness
  • stroke like symptoms such as impaired sensation or paralysis to one side of your body
  • inability to speak or comprehend language
  • any abdominal pain severe enough that you are unable to comfortably walk

Intellectual Property Rights

The Services includes functions, features, and content that we own or are licensed to us. All of our Services' functions, features, and content are owned by us, our licensors, or other rightful owners, and all functions, features, and content are protected by copyright, trademark, patent, trade secret, and any other applicable intellectual property laws. No right, title, or interest in the Services or any of its functions, features, or content is transferred to you, and we reserve all rights not expressly granted to you.

You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of our intellectual property, unless we agree otherwise in writing.

Our trademarks, including the name "Spurose", are trademarks of ours. You may not use our trademarks without our prior written consent, nor may you use the names, logos, designs, slogans, or any other sign used as a trademark of ours, our affiliates or our licensors, without the necessary permission to do so.

Prohibited Uses

Your use of our Services is conditional on you using our Platform for lawful purposes only, and in accordance with these Terms.

You agree that you will not use our Services:

  • To do anything that limits another person's use or enjoyment of our Services.
  • In a way that could disable, overburden, damage, or impair our Services.
  • In a way that violates any applicable laws or regulations.
  • To send, knowingly receive, upload, download, use, or re-use any functions, features, or content of our Services in a way that does not comply with these Terms.
  • To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letters", "spam", or any other similar solicitation.
  • To impersonate or suggest an association with us, our employees, or another user without permission.
  • To harm us, our affiliates, licensors, customers, or associates, or expose any of them to liability.

You also agree that you will not:

  • Use any software, device, bot, or automatic means to access our Services or copy any of our Services' content.
  • Use our Services in any manner that could interfere with any other party's use of the Services.
  • Introduce any malicious or harmful technology, including trojan horses, worms, or logic bombs.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any part of our Services, our server, our database, or our computer systems.
  • Otherwise attempt to interfere with the proper working of our Services or create liability for us, our customers or our services providers.

You must also abide by certain requirements relating to the information you provide, upload or otherwise contribute information and data ("Contributions") to our Services. Your Contributions must not:

  • Violate any applicable federal, provincial, local, or international law or regulation.
  • Contain any material that could give rise to any civil or criminal liability under applicable laws or conflict with these Terms or our Privacy Policy.
  • Violate the terms of use of any third-party website that is linked through or otherwise associated with our Services.

Monitoring and Enforcement; Termination

Your acceptance of these Terms means we have the right to:

  • Take any action we believe is necessary to protect the Company, our affiliates, our customers, or anyone else who may be adversely affected by your Contributions or your breach of these Terms.
  • Suspend or terminate your access to all or part of our Services for any reason, including a violation of these Terms.
  • Cooperate with any law enforcement authority or court requesting disclosure of anyone's use of our Services.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE AND HOLD HARMLESS US AND OUR AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, AND SUCCESSORS, FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY US AND ANY OF THE FOREGOING PARTIES RELATING TO ANY INVESTIGATIONS BY EITHER THE COMPANY OR SUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES.

Reliance on Links & Information Posted

The information, functionality and third-party links offered through our Services are important to us, but they might not be perfect. Accordingly, we encourage you to use our information and the links we provide, but you do so at your own risk.

Our Services may include content provided by third parties, such as other customers or businesses we work with. We do not take responsibility for the content provided by these third parties, and their contributions may not align with our views. In addition, we cannot guarantee that the information and third-party links are accurate, complete, or useful. Please take precautions when using any content provided by a third party.

Although we make reasonable efforts to update the information on our Services, we make no representations, warranties, or guarantees, whether express or implied, that the content or third-party links provided through our Services is accurate, complete, or up to date, and we assume no liability for the content, links or communications appearing on or provided through our Services.

Purchases Through Our Services

We offer Customers and Providers the ability to make and receive payments through our Platform. These general terms apply to all payments made through our Services, and they supplement the terms specific to your role (i.e. Customer or Provider) otherwise described in these Terms.

PRICES & PAYMENT

Terms of payment are within our sole discretion. All prices, discounts, and promotions associated with our Services are subject to change without notice. The prices charged will be the prices in effect at the time your purchase is made and will be set out in the invoice associated with your purchase. Posted prices do not include taxes. All taxes and additional charges will be added to your invoice and itemized.

We strive to display accurate price information; however, we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.

REFUNDS

If you have an issue with our billing, we encourage you to reach out to us. While we do not typically offer refunds for our Services (unless the law requires otherwise), we will consider your requests on a case-by-case basis.

Geographic Restrictions

We are based in Ontario, Canada. This Services is not intended for use in any jurisdiction where its use is not permitted, and we do not make any representations or warranties that our Services may be used outside our local jurisdiction. If you access the Services from outside Ontario, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.

Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE SERVICES, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE SERVICES AND YOUR COMPUTER, INTERNET, AND DATA SECURITY. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY ANY TECHNOLOGICALLY HARMFUL ATTACK OR MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICES OR ON ANY WEB SERVICES LINKED THERETO. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL THE COMPANY NOR ITS AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the Company, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to any claim of a third party in connection with your use of the Services or your negligence, wilful misconduct, or breach of this Agreement. You shall not enter into any settlement without our prior written consent.

Force Majeure

While we strive to offer you continuous access to our Services, they may be unavailable from time to time. We will not be liable if your access or use of our Services is interrupted or if any part of the Services is unavailable for a period of time.

Additionally, we will not be liable or responsible to you, or be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any of these Terms, when and to the extent our failure or delay is caused by or results from acts beyond our reasonable control.

Governing Law and Jurisdiction

The Services and these Terms will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule (whether of the laws of the Province of Ontario or any other jurisdiction) and notwithstanding your domicile, residence, or physical location.

Any action or proceeding arising out of or relating to this Services or these Terms will be instituted in the courts of the Province of Ontario and/or the Federal Court of Canada (as it operates in that province), and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.

Waiver, Severability & Entire Agreement

Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. If any provision of these Terms is invalid, illegal, void, or unenforceable, that provision will be deemed severed and will not affect the validity or enforceability of the remaining provisions.

These Terms, as well as our Privacy Policy and any other policies incorporated herein by reference, will be deemed the final and integrated agreement between you and us on the matters underlying these Terms and our Privacy Policy supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.

Contact

All feedback, comments, requests for technical support, and other communications relating to the Services should be directed to us, using the contact information on our website.