Terms of Use

1. Agreement to Terms

These Terms of Use ("Terms") constitute a legally binding agreement between you ("you" or "User") and DrTools, located at 151 Charles St W, Suite 100, Kitchener, Ontario N2G 1H6, Canada ("DrTools," "we," "us," or "our"). By accessing or using our website at www.drtools.ca and any DrTools software products or services (collectively, the "Services"), you agree to be bound by these Terms.

If you are using the Services on behalf of a healthcare organization, clinic, or other legal entity, you represent that you have the authority to bind that entity to these Terms.

2. Description of Services

DrTools develops and provides healthcare software products for Canadian healthcare professionals, including but not limited to:

• PocketEMR — Electronic Medical Records system with patient management, OHIP billing, e-prescribing, AI voice transcription, virtual fax, and scheduling.
• AI-Transcriber — GPU-accelerated clinical transcription with speaker diarization and automatic SOAP note generation.
• FormsAI — AI-powered medical form filling for lab requisitions, insurance forms, referrals, and government documents.
• MOH Rejection Correction Report — Automated OHIP billing claim rejection analysis and correction.
• OHIP Validation API — Real-time Ontario health card validation via the Ministry of Health Electronic Business Services.

3. Eligibility

The Services are intended for use by licensed healthcare professionals, authorized clinic staff, and healthcare organizations operating in Canada. By using the Services, you represent that you are at least 18 years of age and are legally authorized to enter into this agreement.

4. Account Registration

Certain Services require account registration. You agree to provide accurate, current, and complete information during registration, to maintain and update your information, and to maintain the security and confidentiality of your login credentials. You are responsible for all activities that occur under your account. You must notify DrTools immediately of any unauthorized use of your account.

5. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You shall not:

• Use the Services in any manner that violates applicable Canadian federal, provincial, or territorial laws or regulations, including but not limited to health privacy legislation (PHIPA, PIPEDA, and equivalent provincial statutes).
• Attempt to gain unauthorized access to any portion of the Services, other accounts, computer systems, or networks connected to the Services.
• Use the Services to store, transmit, or process data in violation of your obligations as a health information custodian under applicable law.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services.
• Use the Services to compete with DrTools or to develop a competing product or service.
• Sublicense, resell, or distribute access to the Services to unauthorized third parties.

6. Personal Health Information & Compliance

DrTools products may process personal health information ("PHI") on behalf of healthcare providers. In such cases:

• The healthcare provider remains the Health Information Custodian (as defined under PHIPA or equivalent provincial legislation) and retains all responsibility for patient consent, access requests, and compliance with applicable health privacy laws.
• DrTools acts as an agent, electronic service provider, or information manager (as applicable under the relevant provincial legislation) and will process PHI solely in accordance with the instructions of the custodian and in compliance with applicable law.
• DrTools will enter into appropriate data processing agreements, information management agreements, or equivalent contractual arrangements as required by applicable legislation.
• All PHI is processed and stored exclusively within Canada in accordance with our Privacy Policy.

7. Regulatory Compliance

DrTools is designed to assist healthcare professionals in complying with applicable regulations. However, it is the sole responsibility of the User to ensure that their use of the Services complies with all applicable laws, regulations, and professional standards, including but not limited to:

• Ontario Health Insurance Act and OHIP billing regulations.
• Regulated Health Professions Act, 1991 (Ontario) and applicable college regulations.
• All applicable health privacy legislation as listed in our Privacy Policy.
• Canada Health Act and applicable provincial health system regulations.

DrTools does not provide legal, medical, or billing advice. Information generated by our AI-powered tools (including SOAP notes, form auto-fills, and billing suggestions) is intended as an aid to the healthcare professional and must be reviewed and approved by a qualified practitioner before use.

8. Intellectual Property

All content, features, and functionality of the Services — including but not limited to software, text, graphics, logos, icons, and the overall design — are owned by DrTools or its licensors and are protected by Canadian and international copyright, trademark, and other intellectual property laws.

You retain ownership of all data, including patient records and documents, that you input into or generate using the Services. DrTools does not claim ownership of your data.

9. Fees & Payment

Access to certain Services requires a paid subscription. Pricing, billing frequency, and payment terms will be communicated at the time of registration or as amended with reasonable notice. All fees are quoted in Canadian dollars (CAD) and are subject to applicable taxes. Failure to pay fees may result in suspension or termination of access to paid Services.

10. Availability & Support

DrTools will make commercially reasonable efforts to ensure the Services are available and operational. However, we do not guarantee uninterrupted or error-free access. Scheduled maintenance, software updates, and factors beyond our control may result in temporary service interruptions. We will endeavour to provide reasonable advance notice of planned downtime.

11. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. DRTOOLS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED.

DRTOOLS DOES NOT WARRANT THE ACCURACY, COMPLETENESS, OR RELIABILITY OF AI-GENERATED CONTENT INCLUDING BUT NOT LIMITED TO TRANSCRIPTIONS, SOAP NOTES, FORM AUTO-FILLS, AND BILLING SUGGESTIONS. ALL AI-GENERATED CONTENT MUST BE REVIEWED AND APPROVED BY A QUALIFIED HEALTHCARE PROFESSIONAL BEFORE USE IN CLINICAL PRACTICE.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DRTOOLS, ITS DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE, LOSS OF DATA, OR LOSS OF BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY.

DRTOOLS' TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO DRTOOLS DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13. Indemnification

You agree to indemnify, defend, and hold harmless DrTools and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with your access to or use of the Services, your violation of these Terms, or your violation of any applicable law or regulation.

14. Termination

We may terminate or suspend your access to the Services at any time, with or without cause, with or without notice. You may terminate your account at any time by contacting us. Upon termination, your right to use the Services ceases immediately. Provisions that by their nature should survive termination will continue to apply, including but not limited to intellectual property rights, warranty disclaimers, indemnity, and limitations of liability.

Upon termination, you may request export of your data within 30 days. After this period, DrTools may delete your data in accordance with our data retention policies and applicable law.

15. Governing Law & Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any disputes arising out of or related to these Terms or the Services shall be subject to the exclusive jurisdiction of the courts located in the Regional Municipality of Waterloo, Ontario, Canada.

16. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify registered users of material changes via email or in-app notification at least 30 days before the changes take effect. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the modified Terms. The most current version will always be available at www.drtools.ca/terms.

17. Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.

18. Entire Agreement

These Terms, together with the Privacy Policy and any applicable subscription or service agreement, constitute the entire agreement between you and DrTools regarding the Services and supersede all prior agreements, communications, and proposals.

19. Contact

For questions about these Terms, please contact us at: