Terms and Conditions of Diagnostic Services

The following pertains to the terms and conditions applicable to all Molecular Diagnostic services via CEN4GEN Institute for Genomics and Molecular Diagnostics, under the trade name of CEN4GEN and unless specifically excluded in writing by CEN4GEN.

CONTRACTUAL AGREEMENT
The term “Client” herein refers to the patient, patient’s guardian, or medical institution which pays in full for the services requested for and rendered via CEN4GEN. Healthcare representative(s) herein refers to the individual(s) or medical institution in charge of the clinical management and clinical counseling of the patient/client. A contractually binding agreement between the Client, healthcare representative(s) and a service with CEN4GEN shall be conferred by an agreement with the pricing, median turnaround times, test specifications, service terms and conditions, consent forms, requisition forms, and other relevant documentations and agreements among the Client, healthcare representative(s) and CEN4GEN. However, such binding agreement shall only be constituted after it is approved and acknowledged by CEN4GEN via an issuance of an order confirmation and/or commencement of the ordered diagnostic test. Unless otherwise deemed, it shall be assumed by CEN4GEN that the Client and healthcare representative(s) agree to the Terms and Conditions and other relevant documents and specifications provided, issued or set by CEN4GEN. Unless documented otherwise or required by Canadian law, CEN4GEN shall have no contractually binding agreement with the patient (and with guardians or family members), from whom any samples or materials were obtained and provided to CEN4GEN.

These terms and conditions, their interpretation, and the performance of the parties shall be governed by the laws of the province of Alberta, Canada. CEN4GEN, the Client and healthcare representative(s) agree that the United Nations Convention on Contracts for the International Sale of Goods or Services shall not apply to these terms and conditions, including any terms in the Documentation.

All contractual agreements between CEN4GEN, the Client and healthcare representative(s) shall be assumed to be made and governed by the Canadian substantive law. Should there be the need of an arbitration, the jurisdiction shall (i) be held in the Regional Court of Alberta, Canada, (ii) be conducted in the English Language, and (iii) before one arbitrator who has at least 10 years of experience in handling disputes similar to the dispute to be arbitrated, in order to adjudicate any and all disputes arising from the contractual relation or damages for whatever reason between the Client, healthcare representative(s), and CEN4GEN.

DISCLAIMER OF CONTENT
The information contained on the site and pertaining to diagnostic and personalized medicine services is directed towards healthcare professionals. However any client or healthcare personnel should exercise his own clinical judgment before, during and after availing our services. The agreement is not supposed to create any doctor-patient relationship and no liability shall be incurred in case the patient places a sole reliance on the advice of the staff of CEN4GEN. CEN4GEN specifically disclaims any liability arising out of the use, reliance or employment of the information provided on the website.

DIAGNOSTIC SERVICES, BILLINGS AND PAYMENTS
The Client accepts that this is a physician prescribed diagnostic service, and no clinical reporting will be sent directly to him/her, but instead to the healthcare representative(s) or institution who or which initially prescribed or is in charge of the clinical management of the Client.

CEN4GEN shall reserve the right to augment, change or modify its services, types of diagnostic tests, prices and other confounding items, at any given time. However, any quotations for prices and diagnostic test descriptions or listings provided by CEN4GEN to the Client and healthcare representative(s) shall be valid for thirty (30) days from the date issued. The quoted prices provided by CEN4GEN shall be applicable only to whatever diagnostic test and in accordance with any relevant specifications and documentations provided at the time of quotation. CEN4GEN shall not be bound to pricings for any subsequent diagnostic testing, repeated diagnostic testing or revised diagnostic testing as requested by the Client and his/her healthcare representative(s) until a contractual or revised agreement has been entered and been accepted by CEN4GEN.

Prior to the ordering or commencement of any diagnostic test, the client’s consent and terms of service forms provided by CEN4GEN must be reviewed and signed by the relevant personnel listed in such documents. Neither diagnostic test nor billing for a diagnostic test (excluding the original shipment and handling fees, and other applicable customs tariffs and service taxes, for the shipment of specimen collection kits from CEN4GEN to Client) shall be executed if such documentation is not fulfilled. Upon the complete reception of all necessary Client’s documentation and specimen, the Client shall be immediately billed and shall be responsible for the full payment of the ordered diagnostic test, including any applicable service taxes. Furthermore, payments for any of CEN4GEN’s diagnostic tests shall not be dependent on the agreement and/or approval of a third party.

Should the Client’s diagnostic test repeatedly fail due to low quality, low amounts of DNA initially provided by the Client and healthcare representative(s), or other confounding factors, then additional fees shall be incurred to the Client for further shipment costs related to and including specimen collection kits to and from CEN4GEN, in an effort to maximize the success of the diagnostic test, and the client and healthcare representative are deemed to acknowledge that the median turnaround time for the specified test shall be extended by the delays in further shipping and handling. However, if repeated diagnostic testing on different specimens supplied by the Client eventually fails, then the Client shall be refunded the cost for the test excluding any initial shipping and handling, applicable customs tariffs and administrative fees. Payments to CEN4GEN for any diagnostic services shall not be contingent/conditional on any other agreement approved by any other third party.

CEN4GEN shall bear no liability for any generalizations, assumptions or conjectures stipulated by the Client, healthcare representative(s) or others pertaining to its operations, diagnostic tests, and diagnostic reports. Should the Client and healthcare representative(s) desire a test or its report to be repeated or verified, the Client and healthcare representative(s) must notify CEN4GEN within twenty (20) days starting from the day when the Client and healthcare representative(s) were transmitted the report from CEN4GEN. Should there be a failure in notifying CEN4GEN during this twenty (20) day period shall deem this as an acceptance of the diagnostic test and report by the Client and healthcare representative(s). However, applicable fees will be incurred to the Client, should the Client and healthcare representative(s)request a diagnostic re-test or verification of the diagnostic report initially provided, and the Client shall be responsible for full payment of applicable fees to be set by CEN4GEN, before such requested service commences.

TAXES, SHIPMENT AND HANDLING FEES
The Client shall be responsible solely for the full payment of fees and including any applicable administrative/handling charges, customs tariff and service tax, associated with any shipment of specimen collection kits from CEN4GEN to the Client’s referring healthcare representative and likewise any material from the Client to CEN4GEN.

Apart from the responsibility of CEN4GEN to ensure and practice meticulous care in its handling and protection of any relevant specimens and materials provided by the Client and healthcare representative(s), it shall have no further liability with respect thereto. The Client and healthcare representative(s) must strictly adhere to the specifications of diagnostic testing materials/specimens, and shipment protocols or terms set by CEN4GEN. CEN4GEN shall not be liable for any damages or delays of the shipment of specimen, materials and documentations provided by the Client and healthcare representative(s). Should the Client’s specimen and materials be deemed by CEN4GEN to be damaged or with significant degradation in quality/integrity for diagnostic testing or examination, the Client and healthcare representative(s) shall be informed to re-send another specimen and material, and shall be responsible for the full payment of fees including any applicable administrative/handling charges, customs tariff and service tax, associated with any re-shipment of specimen collection kits and materials from CEN4GEN to the Client’s referring healthcare representative(s) and likewise any specimen and material from the Client to CEN4GEN. At this time, the Client and healthcare representative(s) shall also be given the option to cancel the diagnostic test, and no further costs shall be incurred or billed except the initial shipment charges to be paid to CEN4GEN by the client

Unless otherwise instructed, CEN4GEN shall retain the title to and possession of all materials and specimens provided by the Client and healthcare representative(s). However, should any specimens and/or materials be requested to be returned to the Client and healthcare representative(s) before the diagnostic test commences or after the diagnostic test concludes, such shall be done at an additional fee set by CEN4GEN and incurred to the Client, and shall pertain to any applicable administrative/ handling charges, customs tariff and service tax, associated with any re-shipment. However, the Client and healthcare representative(s) are advised that no remnants of the specimen could likely remain after diagnostic testing is complete.

TURNAROUND TIMES
Turnaround times are the median times to obtain a diagnostic report commencing from the time CEN4GEN receives the Client’s specimen, materials and/or all relevant accompanying documents. The Client and healthcare representative(s) accept that CEN4GEN shall not be liable for any unexpected factors, including acts of God (flooding, fires, winter storms, earthquakes, etc), labour strikes, or any other causes which are beyond the control of CEN4GEN, during the diagnostic testing and reporting process which could potentially delay the turnaround times.

PATIENT SAMPLE, MATERIALS AND DIAGNOSTIC DATA
CEN4GEN shall not guarantee the future availability of specimen. Any requests for additional diagnostic tests must be ordered by the referring healthcare practitioner or institution, and such charges shall be incurred to the Client, and at a fee to be set by CEN4GEN. Once the diagnostic test is complete, identifying information may be removed and remaining samples may be used for de-identified laboratory purposes. These samples shall not be made available for future clinical studies, unless other circumstances dictate. Hence, any results obtained cannot be related back to the original source, and therefore no results can be reported. CEN4GEN shall have no obligation to retain the Client’s and healthcare representative(s)’ sample, materials, diagnostic data or report beyond its normal retention period of one year unless so required by applicable regulations/law, or agreement with the Client and healthcare representative(s).

INTELLECTUAL PROPERTY
All kinds of Intellectual Property including any Copyright, Trademark, Patent, Designs and such other Rights attributable to this website are the sole property of CEN4GEN. The materials available on this website may be accessed or downloaded only for non-commercial or educational purpose and within the scope allowable by these Terms. Any unauthorized or infringing use of the materials on this website by any third party or non-licensed person shall be penalized unless it is intimated to CEN4GEN at the earliest. None of the Trademarks or Service Marks or logos appearing on the website of CEN4GEN or any sub-domains of CEN4GEN may be used for advertising or commercial purposes without the express consent of CEN4GEN.

INDEMNITY, LIMITATION OF LIABILITY AND FORCE MAJEURE
The limitations and risks associated with the molecular diagnostic services of CEN4GEN are stated in each respective Consent form for the Molecular Diagnostic test to be ordered, and such diagnostic test and report are not necessarily characteristic of the qualities of identical or similar test, or operating conditions. Such limitations and risks shall be agreed by the Client and healthcare representative(s) as a prerequisite in establishing a binding contractual agreement between CEN4GEN and the Client. CEN4GEN (which includes its directors, officers, staff) makes no undertakings, conditions, inducements, representations, warranties, promises or agreements of any kind whether expressed, direct, indirect or implied, including without limitation, the originality, condition, or accuracy of services, data, conclusions or other confounding factors arising from the services of CEN4GEN.

Molecular Diagnostic services rendered via CEN4GEN are undertaken with meticulous care and standards given the current state of knowledge, technology and data analysis tools at the time the test has been requested by the Client and healthcare representative. The Client and healthcare representative(s) shall defend, indemnify and hold harmless CEN4GEN and its directors, officers and staff from and against any and all liabilities, damages, claims, actions, costs, death, injury to body or health, suits and expenses (including legal fees and expenses) originating from and out of the contractual services with CEN4GEN, except those caused by CEN4GEN’s intentional and gross negligent conduct. The client and healthcare representative(s) shall agree to accept his/her/their own liability to indemnify against himself/herself/themself for any direct liability, damage, loss, and expense (including legal fees and expenses) pertaining to any claim, suit, regardless of merit brought against him/her/them for any and all damages that have been caused by the Molecular Diagnostic services of CEN4GEN, except those caused by CEN4GEN’s intentional and gross negligent conduct.

All expressed or implied warranties including any warranties of merchantability or fitness for a particular purpose are disclaimed by CEN4GEN. Furthermore, CEN4GEN under any legal theory (including but not limited to negligence, contract, strict liability in tort or warranty of any kind) shall not be held liable for any indirect, direct, consequential, special, incidental, or exemplary damages (including but not limited to lost profits), relating to the Molecular Diagnostics services of CEN4GEN. In fact, the entire risk as to the use of the services of CEN4GEN shall be accepted by the Client and healthcare representative(s).

CEN4GEN shall not be held liable for any delay to perform its services, failure, inability, incidental or consequential damages of whatsoever, if such are due to any cause beyond the its responsible control so failing, and due diligence is used in curing such cause and in resuming performance.

CEN4GEN may periodically modify or update its Terms and Conditions of Service and you are requested to follow them and you shall further be bound by the changes made, after three(3) days from the date they are notified on the website.

2015/06/01