Ocumetra Terms and Conditions("Terms")

Updated 11th January 2023

 

Ocumetra Ltd (hereinafter referred to as "Ocumetra", "we", "us", "our", "company") offers registered customers ("customer", "user", "you", "your") worldwide the paid use of the web-based communication tools including mEYE^® Guide ("mEYE^® Guide", "product", "communication tools"), offered through our Ocumetra Platform ("platform", "service").

 

These Terms and Conditions apply to all users of our product. By creating an account on our platform, clicking the appropriate checkbox in the registration process and using our services, you accept these Terms and Conditions. Please read these terms and conditions carefully before using our service.

§ 1 General Information

These are the Terms and Conditions governing the use of the Ocumetra service and the agreement that operates between you and Ocumetra Ltd. These Terms and Conditions set out the rights and obligations of all users regarding the use of the service. These Terms and Conditions, as amended from time to time, are accessible on our portal and via user's account.

 

Contracts can only be concluded on the basis of these Terms and Conditions. We must expressly agree to any deviating, conflicting, restrictive, or supplementary terms and conditions of the customer in order for them to become part of the contract in the individual case. In particular, contract performance by us shall not be deemed to be consent to any Terms and Conditions that deviate from our Terms and Conditions.

 

You need to be over the age of 18 to use Ocumetra services. Ocumetra does not permit those under 18 to use our services or products.

 

In addition to these Terms, the Privacy Policy available at ocumetra.com details our policies and procedures on the collection, use and disclosure of your personal information, your and our respective rights and obligations in connection with applicable data protection laws, in particular regarding the processing of your data. Your access to and use of the service is conditioned on your acceptance of and compliance with Ocumetra Privacy Policy. Please read our Privacy Policy carefully before using our service.

 

We aim to make the Ocumetra Platform available for eye care professionals around the world, who can access the platform in a multitude of different languages. We use professional translators and proof-readers to translate all of our communications, including these Terms, as accurately as possible into those languages. However, please understand that we cannot assure 100% accuracy for all of our translations, in particular with respect to any legal content. Please note that the English version of these Terms is therefore the original version, which prevails over all other versions in the event of deviation from the English original. The most up-to-date version of these terms is always available in English on our website.

§ 2 Scope of Contract & Services

Ocumetra communication tools, including mEYE^® Guide (as part of Ocumetra platform) and Ocumetra website are provided by Ocumetra Ltd, 10 Fitzwilliam Square East, Dublin 2, Ireland, D02 EE78, e-mail: info@ocumetra.com.

 

mEYE^® Guide is designed to be used by eye care professionals as a communication tool aimed to explain the benefits of myopia control to parents of children who have already become myopic or children at risk of becoming myopic (pre-myopes or children with family history of myopia), aged 6 - 20 years. After generating the report, eye care professionals can share it with patients / parents / caregivers by directing them to scan the QR code or sharing a link to the report via email or text message.

§ 3 Disclaimer

The Ocumetra Services are not intended to provide medical advice or guide clinical decision-making.

 

mEYE^® Guide is a patient communication tool which is based on an underlying set of biometric data for use as a reference by eye care professionals. As a communication tool, the information is not to be relied upon for clinical decision-making although eye care professionals may choose to use this information in order to provide an additional layer of data for their own patient evaluation. It is not intended as, and does not constitute, medical or optometric advice and does not replace the patient evaluation performed by an eye care professional and thereby is strictly for patient communication purposes only.

 

When using Ocumetra Services, you agree to use the respective service only for the intended purposes as described in these Terms.

§ 4 User Accounts and Registration

Ocumetra platform and its products are available as an online service. To use our products, you need to create an account. Users can do so via a registration form on the Ocumetra portal, accessible through the link on our website. This requires an acceptance of these Terms and consent to data processing under the terms of our Privacy Policy, including all documents, declarations and consents included therein by reference. Furthermore, you will need to provide a valid email address, and select a personalized password. The user must have access to the specified e-mail address to confirm the registration. If other mandatory information is required, this will be marked accordingly during registration. The user is solely responsible for the accuracy of the information provided. Account creation is completed when you click on the link in the confirmation email sent to your email address, verifying your email address.

By registering, you confirm that you are at least 18 years old and legally competent. Furthermore, you confirm that you are proficient in one of the languages in which we offer our product.

 

The user agrees to provide accurate and complete information, to keep the account information up to date, and to notify Ocumetra immediately of any changes. If the user intentionally or grossly negligently provides false information, this may result in immediate exclusion from further use of the platform.

 

The user is responsible for safeguarding the password used to access the service and for any activities or actions under user's password. The user is obligated to treat the respective access data (user name and password) confidentially and not to disclose user password to any third party. The user is obliged to inform us immediately if he/she becomes aware of any loss or unauthorized use of the access data. In case of negligent violation of this notification obligation, the user is liable for each person who logs into the user's account with accesses user's data.

 

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

 

In the event of misuse of our services, we are entitled, but not obligated, at our own discretion to immediately block the affected access or to take other appropriate measures.

 

User information will only be maintained for so long as the user is subscribed to the Ocumetra service. Ocumetra will not send you any updates or information unless you have ticked the checkbox to allow this service. You may cancel this at any time if you do not want further content to be sent to your registered email.

§ 5 Your rights and duties as a user

You may not transfer your user account to third parties. One account cannot be shared between practices.

Furthermore, you are not permitted to:

1. • make the access data sent or used for authentication and identification available to third parties or to pass them on to third parties;
2. • bypass the access control systems of paid services or to take other measures in order to use services without authorization;
3. • remove or obscure copyright notices and/or notices regarding trademarks or other intellectual property rights of Ocumetra, companies affiliated with Ocumetra or third parties;
4. • transfer or assign rights or obligations under these Terms to third parties.

When using the Ocumetra products provided through the our platform, you must observe your contractual obligations with third parties.

For the best experience of the Ocumetra Services, you must regularly update your operating systems and use latest versions of the internet browsers on your device.

Our Service allows you to input patient level information on our data entry pages, in order for you to use our products. Although this includes patient identifiable information including the patient name and date of birth, no patient identifiable information will be provided to Ocumetra. Once you enter this information and click "Proceed" to generate the personalised myopia report, only anonymised information is delivered to Ocumetra's servers. You are responsible for the patient information that you provide to us including its accuracy. Please read our Privacy Policy to learn about how we handle your personal information and any information about your patients that you provide to us.

 

By entering patients information, you grant us the right and license to use the clinical data for the purposes of product development and enhancement, including the modification display, reproduction, and distribution as part of new or updated products, features and services.

 

You represent and warrant that: (i) the content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your content on or through the Ocumetra platform does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

 

Ocumetra is not responsible for the content entered by the platform users. You expressly understand and agree that you are solely responsible for the content and for all activity that occurs under your account, whether done so by you or any third person using your account.

§ 6 Content Retrieval

Ocumetra receives anonymised patient data only so is not retrievable with respect to any specific patient input after receipt. Ocumetra therefore cannot backup content in a way that allows users to store or track data input. You acknowledge that Ocumetra has no liability related to the integrity of content or the inability to successfully restore content to a usable state.

 

You agree to maintain a complete and accurate copy of any content in a location independent of the Ocumetra service such as in your own electronic health records or suitable patient files. Previously submitted reports can be regenerated by simply inputting the same data as retrieved from your patient files.

§ 7 Subscribing to Ocumetra services

Ocumetra products are generally available on a subscription basis. The paid services run for the agreed (initial) term. At the end of the term, the contract is automatically extended by a time period equal to the agreed term, but by no more than one year, unless you or we terminate it before the end of the agreed term.

 

By subscribing to our paid services / access to product, you warrant that (i) you are legally capable of entering into binding contracts; (ii) you have the legal right to use any credit or debit card(s) or other payment method(s) in connection with any subscription; and that (iii) the information you supply to us is true, correct and complete.

 

By submitting such information, you grant us the right to provide the information to payment processing third parties for purposes of activating your subscription and granting you access to our products and services.

§ 8 Subscription Cancellation & Refunds

During the free trial period, you may terminate the contractual relationship with us at any time by logging into your account where you can manage your billing directly, or you may request that we cancel your subscription on your behalf by contacting support at support@ocumetra.com. We too may terminate the contract at our sole discretion and without further notice, subject to the following provisions.

 

After the free trial ends, the revocation period (cancellation period) is fourteen days from the date when you entered into the contract. That means you have the right to revoke this contract within fourteen days without providing any reasons. To exercise your right of revocation, you must inform us (by contacting Support through the link on the portal or emailing support@ocumetra.com) of your decision to revoke this contract. In order to comply with the revocation period, it is sufficient that you send us notification regarding your revocation of the contract before the end of the revocation period. You may use the attached sample revocation form for this purpose, but this is not mandatory.

 

If you do not wish to renew your subscription, notice of termination must be provided no later than 24 hours before the renewal of the subscription.

 

The statutory right of both contracting parties to terminate the contract for good cause remains unaffected. Good cause for extraordinary termination of the contract is deemed to exist if the continuation of the contractual relationship until the end of the normal period of notice is unreasonable, given all circumstances of the individual case and the interests of the user. Good causes for us to exercise this right of termination include, in particular, if you breach applicable law, obligations under these Terms, or obligations under your contract with us. No prior notice of termination is required.

 

We are entitled to transfer the rights and obligations arising under a contract to a third party. Should we wish to transfer the rights and obligations under these Terms, we will inform you in writing about the transfer; you are then entitled to terminate the contract. The notice of termination must be in writing and reach us within 14 days of you receiving the notification of transfer.

Consequences of revocation

If you revoke this contract, we shall reimburse all payments we have received from you, immediately and no later than fourteen days from the date on which we receive notice of your revocation of this contract. For this refund, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no event will you be charged for this refund.

Termination

We may terminate or suspend your account immediately, without prior notice or liability, for any reason, including without limitation if you breach these Terms and Conditions.

 

Upon termination, your right to use the Ocumetra platform and products will cease immediately. If you wish to terminate your account, you may simply discontinue using the service, cancel your product subscription or email support at support@ocumetra.com to delete your account.

Sample revocation form

For bulk contract customers, if you want to cancel all subscriptions or your contract, please fill out this form and email it to us at support@ocumetra.com or post to: Ocumetra Ltd., Greenway Hub GW010, TU Dublin Grangegorman campus, D07H6K8.

• I/we (*) hereby revoke the contract which I/we (*) entered into for the purchase of the following goods (*)/the provision of the following service (*):
• Ordered on (*)/received on (*):
• Name of the consumer(s):
• Address of the consumer(s):
• Signature of the consumer(s) (only required if the notification is submitted in paper form):
• Date:

(*) Delete whichever does not apply.

§ 9 Subscription Policy

The Paid Services are generally available on a subscription basis. Therefore, you will be charged once in the duration period of your subscription (for instance per month or per year). Our subscription will automatically be renewed at the same price at the end of the current subscription period, unless you have cancelled your subscription or disabled auto-renewals at least 24 hours before the renewal date.

The Company reserves the right to revise its prices at any time prior to accepting an order.

 

The prices quoted may be revised by us subsequent to accepting an order in the event of any occurrence affecting product delivery caused by government action, higher foreign exchange costs and any other matter beyond the control of the Company. In that event, you will have the right to cancel your order.

§ 10 Payments

Payment can be made online using credit card information. All payments are processed by payment processing third parties (currently we use Stripe) using a customized interface which is accessed through our platform. We do not handle or retain any payment details as this entire process is managed by payment processing third parties.

Payment cards (credit cards or debit cards) are subject to validation checks and authorization by your card issuer. If we do not receive the required authorization, we will not be liable for any delay or non-delivery of your order.

If payment cannot be collected, we will be entitled to block access to the relevant Paid Services.

§ 11 Special Offers

Promotional offer must be redeemed between 18/01/2023 and 18/01/2024 at 12.00pmEST by registering and activating at cvi.ocumetra.com.

After the 2 month free trial, a 20% discount will be applied to the current subscription rates for a period of 1 year from registration. This offer cannot be combined with any other offers. The free trial is available to new subscribers with the free trial activation code only. You will need to provide payment information at the registration.

After the 2 month free trial, a 20% discount will be applied to the current subscription rates for a period of 1 year from registration. This offer cannot be combined with any other offers. The free trial is available to new subscribers with the free trial activation code only. You will need to provide payment information at the registration.

You will not be charged for a mEYE^® Guide and mEYE^® Gauge subscription during the free trial period. TO CANCEL YOUR SUBSCRIPTION AND AVOID BEING CHARGED, YOU MUST CANCEL BEFORE THE END OF THE FREE TRIAL PERIOD.

To keep your subscription once your trial period is over, no action is needed and your payment method will be billed at the then current subscription rate in advance on a recurring, periodic basis. Your subscription will automatically renew at the end of each billing cycle until you cancel your subscription. Cancellation is easy to do in 'My Account' on your Ocumetra platform. When you cancel, your account will remain at your current plan through the end of your current billing cycle.

Subscription rates may vary as a result of your country's currency and are otherwise subject to change. The free trial promo code must be redeemed at checkout for your subscription activation. Promo codes are only valid for new subscribers.

This promotion and subscription is offered by Ocumetra Ltd. CooperVision, Inc., its subsidiaries and affiliates are not sponsors of, and are not responsible for the product or the subscription services.

§ 12 Availability, Errors and Inaccuracies

We endeavour to ensure that the Ocumetra Platform operates without disruption and is available to the greatest extent possible, but we acknowledge that complete and uninterrupted availability is not technically feasible. We therefore do not guarantee disruption-free operation or a specific level of availability. In particular, we may restrict access without providing reasons – in whole or in part, temporarily or permanently. In addition, no claims shall exist regarding the maintenance of individual functionalities of the Ocumetra Platform. We are entitled at any time to change or remove content, services and functionalities that are provided as part of the platform or a particular product and to make new content, services and functionalities available or to discontinue the Ocumetra services entirely; this includes pay walling all or certain services that were previously free of charge, as well as their partial or complete discontinuation.

 

We are constantly updating our product offerings on the Ocumetra Platform. The Products available may be mispriced, described inaccurately, or unavailable, and we may experience delays in updating information regarding our products and in our advertising on our or other websites. We cannot guarantee the accuracy or completeness of any information, including prices, product images, specifications, availability, and services. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

§ 13 Copyright and Intellectual Property Rights

With the exception of the content provided by the users, all elements of the product, the website and the platform, such as, in particular, texts, images, illustrations, as well as the design and structure of the product and the structure and content of the database, are protected by the copyright, trademark, and industrial property rights of Ocumetra and any third parties commissioned by Ocumetra. Without our express consent, the user does not acquire any right to reproduce, distribute, rent or lend, make available, broadcast, perform, or present, edit, translate or otherwise exploit the Ocumetra platform, product or their individual elements.

§ 14 Your Feedback to Us

If you have any complaint, comment or feedback on the Ocumetra services, you can reach out to us by emailing support@ocumetra.com.

 

You assign all rights, title and interest in any feedback you provide to us. If for any reason such assignment is ineffective, you agree to grant Ocumetra a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such feedback without restriction.

§ 15 Links to Other Websites

Our service may contain links to third-party web sites or services that are not owned or controlled by the us.

 

Ocumetra has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Ocumetra shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.

 

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

§ 16 Liability

The content that we provide in the Ocumetra Services has been compiled with the greatest care. However, we cannot accept any liability for the accuracy, completeness and currency of the content. We are also in no way responsible or liable for the content you provide in the Ocumetra platform ("user content" & "patient content"). You are solely responsible for the security of your personal user content and accuracy of the patient content that you enter into our product pages. Except to the extent required by law, we accept no liability for the deletion, damage or failure to store user content maintained or transmitted through the use of the Ocumetra Services.

 

When you use the Ocumetra Services, you do so expressly at your own risk. The descriptions of our services are not subject to any guarantees. We give no guarantee that any of our services can be used to achieve a specific aim, such as that health benefits of myopia management will be correctly predicted, or that Ocumetra's outputs are complete and accurate.

Any liability in respect of contractual or other claims made by you as a user depends on the merits of the case and extends only to actual damage suffered

(a) which we, our legal representatives or vicarious agents have caused intentionally or by gross negligence,

(b) from injury to life, body or health resulting from a breach of duty by us or one of our legal representatives or vicarious agents,

(c) in cases of liability under the Irish "Liability for Defective Products Act 1991",

(d) which has arisen due to the breach of a fundamental obligation, the fulfilment of which is of fundamental importance to the proper execution of the contract, and which you are entitled to rely on and in fact regularly rely on.

We shall be liable for damages in the above-mentioned cases (a), (b) and (c) of the preceding paragraph in accordance with the statutory provisions. Liability for damages caused by slight negligence, except in the case of breach of our main contractual obligations is excluded.

In cases other than those specified above and notwithstanding the following paragraph, liability on our part is excluded irrespective of the legal grounds.

The above limitations of liability apply equally to all of our legal entities, employees and vicarious agents. They do not alter the statutory burden of proof.

§ 17 Governing Law & Disputes Resolution

Governing law: Irish law applies to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). Your use of the Application may also be subject to other local, state, national, or international laws.

 

If you have any concern or dispute about the Service, you agree to first try to resolve the dispute informally by contacting the Company. Jurisdiction: To the extent permissible by law, all disputes arising under these Terms shall be heard in the courts of our registered place of business in Dublin, Ireland.

For European Union (EU) Users

If you are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

§ 18 Scope of application and changes to these Terms and Conditions

By using the Ocumetra Services, you agree to these Terms.

We will always ask for your consent to material changes to these Terms if they affect any Paid Services. Material changes are changes to the type and scope of the contractually agreed Paid Services, or the duration and termination of the contract. However, this does not prevent us from improving our services or including additional features or services within the scope of Paid Services.

We may make non-material amendments to these Terms at any time. We may implement non-material changes without notice or stating further reasons. There are no oral or written side agreements under these Terms.

§ 19 Contact us

If you have any questions about these Terms and Conditions, you can contact us by sending an email to support@ocumetra.com. We will endeavour to process your request as quickly as possible and will generally respond within 48 hours of receipt of your request on our servers on business days.