Effective date: June 22nd, 2022
Lucilab Inc. (“Lucilab,” “we,” “us,” or “our”) helps users adopt and maintain healthy lifestyle habits by focusing on nutrition, physical activity, and intellectual stimulation to promote brain health. Through our Luci application (the “Luci App”), we offer interactive counselling services with advisors (“Advisors”) and information to help you adopt healthy lifestyle habits (hereinafter referred to as “Counselling”). The terms “Luci App,” “Counselling,” and any service or product related to the foregoing shall hereinafter be referred to as the “Lucilab Service.”
BY ACCESSING AND/OR USING THE LUCILAB SERVICE (WHICH INCLUDES DOWNLOADING AND INSTALLING THE LUCI APP) AND/OR EXPRESSLY ACCEPTING THE LUCI APP TERMS, YOU CONFIRM THAT YOU HAVE READ AND UNDERSTAND THE LUCI APP TERMS, INCLUDING THE LUCI APP POLICY, AND YOU AGREE TO COMPLY WITH THE LUCI APP TERMS AND ALL LAWS APPLICABLE TO ANY ACTIVITIES YOU DO IN RELATION TO THE LUCILAB SERVICE. IF YOU DO NOT AGREE TO THE LUCI APP TERMS OR IF YOU ARE NOT SATISFIED WITH THE LUCILAB SERVICE, PLEASE DO NOT CREATE AN ACCOUNT OR USE THE LUCILAB SERVICE.
The Luci App Terms are described in the paragraphs below, in the form of FAQs.
The Lucilab Service is only available to you if you (a) are a resident of Canada, (b) have reached the age of majority in your province or territory, and (c) have the legal capacity to accept the Luci App Terms. You may not access the Lucilab Service or use the Luci App if you are prohibited from receiving services under any applicable law or if you have been suspended or excluded from the Lucilab Service in the past.
2.1 Counselling: Our Lucilab Counselling Service will provide you with tools and information to help you adopt healthy lifestyle habits through nutrition, physical activity, and intellectual stimulation. You’ll have a chance to consult with an advisor to set goals, which will help you adopt and maintain lifestyle habits that are beneficial for the brain. However, this Counselling is not intended as a medical or health care service, and while some of our Advisors might have qualifications, experience, or a professional background in the health care field, they will not provide you with health care services through the Lucilab Counselling Service. Our Counselling is not intended as a substitute for a professional medical consultation, advice, or treatment by qualified physicians. Lucilab does not endorse any particular examination, physician, health care professional, product, procedure, opinion, or any other information that might be mentioned in the framework of our Counselling services.
2.2 Advisors: Our advisors may interact with you in a variety of ways, including by chat, video conferencing, email, or phone, as you work towards achieving your goals. Your Advisor’s availability may change from time to time. We reserve the right to remove any Advisor from Lucilab’s Counselling services, with or without notice. If an Advisor behaves inappropriately, please let us know. Similarly, you also agree to behave in a professional manner in your interactions with our Advisors and avoid all forms of inappropriate behaviour.
2.3 Registration: To take advantage of our Counselling services, you will need to create a Luci account (hereinafter referred to as your “Account”) where you will be asked to provide your first name, date of birth, and email address, and a password of your choosing. Any other information we ask you for is optional (e.g., your last name and phone number). You will also need to fill out a questionnaire that will enable us to determine whether you are eligible. If so, you will need to use the Luci App and have access to the internet and/or a mobile internet plan. You can only install or use the Luci App if you agree to the Luci App Terms. If you download the Luci App onto your devices, any patches, updates, upgrades, or other modifications to the Luci App will be installed onto your devices in accordance with standard Luci App practices. Lucilab reserves the right to periodically update or modify the Luci App. You can only use the Luci App in conjunction with the Lucilab Service.
2.4 Deactivation and protection: You can deactivate your Account and terminate your participation in our Counselling services at any time and for any reason by following the instructions in the Luci App or by contacting us. You are responsible for ensuring the protection of your Account, your password, and any use of your Account by you or any other user (authorized or not). You must notify us immediately if you suspect any unauthorized use of your Account.
Lucilab is committed to respecting your privacy. Our Luci App Policy is an integral part of the Luci App Terms and defines how we collect, store, use, and protect your personal information in connection with the Lucilab Service. Thus, by accessing and/or using the Lucilab Service, you agree to let us collect and use your personal information in accordance with our Luci App Policy.
You agree not to reveal or disclose confidential information belonging to Lucilab or any third party, including non-public information related to the Lucilab Service, ranging from documentation or information related to the Luci App Terms to errors in the Lucilab Service and any other data or information that a reasonable person might consider confidential, unless you have Lucilab’s prior written consent.
4.1 Lucilab may enable you to post, upload, store, share, send, or publish (collectively referred to as “Posting”) images, audio and/or video content, data, text, comments, and any other information or content (“Your Content”) through the Lucilab Service. You retain all rights to Your Content that you Post on or through the Lucilab Service.
4.2 You are solely responsible for ensuring that your systems are capable of using the Lucilab Service, and we recommend that you use up-to-date anti-virus software, anti-spyware, and firewalls on all systems you use to access the Lucilab Service.
4.3 If applicable, you accept full responsibility for all payments, fees, duties, charges, taxes, and other financial obligations that might arise from your use of the Lucilab Service using your name or account or from anyone else’s use of the Lucilab Service using your name or account.
4.4 Lucilab is under no obligation to verify any content transmitted through or stored on the Lucilab Service. Lucilab is not responsible for any content published on or accessed through the Lucilab Service or in relation to it. However, you acknowledge that Lucilab may review such content at any time, including to comply with a law, regulation, ordinance, or request from public authorities, to ensure the proper functioning of the Lucilab Service or for any other reason, at its sole discretion. Lucilab reserves the right to change, refuse, or remove any content stored on or transmitted via the Lucilab Service if it is deemed, at Lucilab’s sole discretion, to be in violation of the Luci App Terms.
4.5 Subject to applicable laws and the terms of the Luci App Policy <<link>>:
a. By Posting Your Content on or through the Lucilab Service, you hereby grant Lucilab a non-exclusive, transferable, sublicensable, worldwide, royalty-free licence to use, copy, modify, publicly display, publicly perform, reproduce, translate, create derivative works from, and distribute Your Content.
b. You represent and warrant that:
i) You own Your Content or that you have all rights necessary to authorize us to use Your Content as described in these Luci App Terms.
ii) Your Content, including all personal information, is true, accurate, and complete, and you will update it as soon as possible, as needed, to ensure that it remains accurate and complete.
iii) You will refrain from and prevent anyone else from doing the following: (1) Posting content that may contain viruses, cancelbots, corrupted files, Trojan horses, worms, or any other harmful, disruptive, malicious, or surreptitious software or program liable to damage the operation of another person’s computer or property; (2) using or attempting to use another user’s Account without authorization, or impersonating any person or entity; (3) harvesting, soliciting, or collecting information about other users for any reason whatsoever; and (4) using the Lucilab Service in a manner that is objectionable or restricts or inhibits any other person from using or enjoying the Lucilab Service, or which may expose us or our users to any harm or liability of any type.
iv) The use and provision of Your Content on the Lucilab Service, and your use of the Lucilab Service will not: (1) infringe, misappropriate, or violate any third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property right, or rights of publicity or privacy; (2) violate or encourage any conduct that would violate any applicable law or regulation or give rise to civil liability; (3) be fraudulent, false, deceptive, or misleading; (4) be defamatory, obscene, counterfeit, illicit, pornographic, vulgar, or offensive; (5) promote discrimination, bigotry, racism, hatred, harassment, or any other form of harm in relation to any individual or group; (6) be violent or threatening or promote violence or actions that are threatening to any person or entity; or (7) promote illegal or harmful activities or substances.
5.1 Right, title, and interest: You acknowledge and agree that the Lucilab Service: (1) is owned by Lucilab, its affiliates and/or their licensors or other suppliers; and (2) is protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. The term “Lucilab Service” denotes all content, including all features and functionalities posted, generated, provided, or otherwise made available through the Lucilab Service, and all intellectual property rights therein (including, but not limited to, all information, software, text, posts, images, and audio and/or video content, plus the design and user interface) (collectively, “Lucilab Content”). LUCILAB RESERVES ALL RIGHTS NOT EXPRESSLY SET FORTH IN THESE TERMS.
5.2 Software: Without limiting the generality of Section 5.1, all software embedded or located in the Lucilab Service (including the Luci App), including any type of source code and all files or images contained in or generated by such software, is protected by copyright and may be protected by other rights. All such software is owned by Lucilab, its affiliates, or its licensors, and you agree not to export or re-export such software, directly or indirectly, in violation of these laws and regulations.
5.3 Use of other trademarks: LUCILAB, LUCI, lucilab.ca and luciapp.ca are all trademarks of Lucilab. Other names, words, titles, phrases, logos, designs, graphics, icons, and marks displayed on or through the Lucilab Service (“Marks”) may also constitute trademarks or certification marks of Lucilab or of third parties. No right or licence is granted to you with respect to any of the aforementioned Marks displayed on or through the Lucilab Service.
6.1 Lucilab and/or its licensors grant you a limited, non-exclusive, non-transferable, personal, non-sublicensable, and revocable licence to: (1) access and use the Lucilab Service (including accessing and viewing Lucilab content); and (2) access and use the software and applications provided by the Lucilab Service. With respect to item (2), this licence includes any third-party software embedded in any Lucilab Service. This licence is provided solely for your personal, non-commercial use and enjoyment of the Lucilab Service, provided that you comply with all Luci App Terms and applicable laws.
a. You agree to refrain from using, sublicensing, licensing, copying, adapting, modifying, translating, disclosing, preparing derivative works based on, distributing, selling, renting, leasing, assigning, broadcasting, or otherwise exploiting the Lucilab Service (including Lucilab Content, Lucilab Service trademarks, and the Luci App), except as expressly permitted in these Luci App Terms.
b. Except for the licences and rights expressly granted in these Luci App Terms, unless otherwise clearly stated on or through the Lucilab Service or in a separate written agreement, no licences or rights are granted to you by implication or otherwise to any property controlled by Lucilab or its licensors.
c. Without limiting the generality of Section 6.2(a) and (b), and except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following actions while accessing or using the Lucilab Service: (1) use, display, mirror, or frame the Lucilab Service or any individual element within the Lucilab Service, including the layout and design of any page, without Lucilab’s express consent; (2) access or tamper with non-public areas of the Lucilab Service, Lucilab’s computer systems, or the technical delivery systems of Lucilab’s providers; (3) access the Lucilab Service through the use of any mechanism other than a connection expressly authorized by Lucilab in writing or in these Luci App Terms; (4) circumvent any technological measures implemented by Lucilab or any of Lucilab’s providers or any other third party (including another user) to protect the Lucilab Service; (5) test the vulnerability of any Lucilab system or breach any security or authentication measures; or (6) modify, decompile, disassemble, reverse engineer, tamper with, or otherwise attempt to derive the source code of any software (including the Luci App) that Lucilab provides to you or any third party.
The Lucilab Service was only designed to be used by individuals who have reached the age of majority. The Lucilab Service may not be used by minors under any circumstances. Please contact us if you discover that your child is using or has used the Lucilab Service without your consent, or that someone is using or has used the Lucilab Service on your child’s behalf without your consent.
No. The Lucilab Service, which includes the Luci App and Counselling, is not designed to create a relationship between a health care professional and a patient, nor to diagnose, treat, cure, or prevent a disease or health condition. The Luci App and Counselling services provide users with a communication platform we use to provide general information related to healthy lifestyle habits, and it is intended for information purposes only. The information is not to be used or construed as a substitute for professional medical advice, diagnoses, or treatments, because Lucilab does not provide any information of this nature. Please consult your physician if you have any questions about a medical condition or your health status and before using the Lucilab Service or changing your health habits (e.g., before starting an exercise program or changing your diet).
ANY ACTION YOU TAKE BASED ON THE CONTENT OR ADVICE (OR OTHERWISE) YOU RECEIVED IN CONNECTION WITH THE LUCILAB SERVICE IS AT YOUR OWN RISK. WITHOUT LIMITING THE GENERALITY OF SECTION 12.1, WE ASSUME NO RESPONSIBILITY FOR ANY HEALTH PROBLEMS THAT MAY ARISE FROM THE LUCILAB SERVICE. USERS ARE RESPONSIBLE FOR SEEKING ADVICE OR GUIDANCE FROM THEIR OWN HEALTH CARE PROFESSIONALS REGARDING THEIR HEALTH. NEVER IGNORE A DOCTOR’S ADVICE OR DELAY SEEKING HELP BECAUSE OF SOMETHING YOU SAW OR READ IN THE LUCI APP. IF YOU THINK YOU HAVE A MEDICAL EMERGENCY, IMMEDIATELY CALL YOUR DOCTOR, HEALTH CARE PROFESSIONAL, OR 911.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT: (A) YOUR ACCESS TO AND USE OF THE LUCILAB SERVICE IS AT YOUR OWN RISK; AND (B) THE LUCILAB SERVICE (INCLUDING LUCILAB CONTENT, THE LUCI APP, AND COUNSELLING), ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING:
a. LUCILAB, ITS AFFILIATES AND LICENSORS, AND EACH OF THEIR SHAREHOLDERS, DIRECTORS, SUPPLIERS, OFFICERS, EMPLOYEES, AND AGENTS, AND ITS LICENSEES, SUCCESSORS, AND ASSIGNS (HEREINAFTER THE “LUCILAB PARTIES”) MAKE NO WARRANTIES OR CONDITIONS AS TO THE FOLLOWING: CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, THE AVAILABILITY OR STABILITY OF LUCILAB CONTENT, THE ABSENCE OF INFRINGEMENT, THE ABILITY TO ACCESS THE SERVICE, THE ABSENCE OF VIRUSES OR OTHER HARMFUL MECHANISMS, THE AVAILABILITY OF THE LUCILAB SERVICE AS DESCRIBED, OR THE ACCURACY, RELIABILITY, CORRECTNESS, COMPLETENESS, PERFORMANCE, OR FITNESS FOR A PARTICULAR PURPOSE OF ANY PROVIDED INFORMATION, INCLUDING INFORMATION PERTAINING TO LAWS AND REGULATIONS.
b. WE ALSO MAKE NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO OUR COUNSELLING SERVICES, INCLUDING THE FOLLOWING:
- ALTHOUGH OUR COUNSELLING SERVICES ARE INTENDED TO HELP YOU ACHIEVE YOUR HEALTHY LIFESTYLE GOALS, WE DO NOT GUARANTEE THAT YOU WILL ACHIEVE YOUR GOALS.
- WE MAKE NO WARRANTY OR COVENANT OF ANY KIND WITH RESPECT TO THE INFORMATION OFFERED OR PROVIDED AS PART OF OUR COUNSELLING SERVICES.
NO ORAL ADVICE OR WRITTEN INFORMATION PROVIDED BY LUCILAB OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, OR THIRD-PARTY SERVICE PROVIDERS SHALL CREATE ANY WARRANTY OR CONDITION.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS AND AS A CONDITION OF USING AND/OR ACCESSING THE LUCILAB SERVICE, YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE LUCILAB PARTIES FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, DEMANDS, DISPUTES, ALLEGATIONS, OR INVESTIGATIONS BY ANY THIRD PARTY, GOVERNMENT BODY, OR INDUSTRY ORGANIZATION, AND FROM ANY AND ALL LIABILITIES, DAMAGES, LOSSES, COSTS, AND EXPENSES, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEY’S FEES ARISING OUT OF OR IN CONNECTION WITH: (I) YOUR ACCESS TO AND/OR USE OF THE LUCILAB SERVICE (OR ANYONE ELSE ACCESSING OR USING THE SERVICE WITH YOUR NAME OR ACCOUNT); (II) YOUR CONTENT, PROVIDED TO US ON YOUR BEHALF OR ON BEHALF OF A THIRD PARTY; (III) YOUR BREACH OR ALLEGED BREACH OF ANY WARRANTIES MADE BY YOU HEREUNDER OR YOUR VIOLATION OF ANY OTHER PROVISION OF THESE LUCI APP TERMS; OR (IV) YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY. WE RESERVE THE RIGHT TO ASSUME CONTROL OF THE DEFENCE OF ANY THIRD-PARTY CLAIM THAT IS SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL COOPERATE WITH US IN ASSERTING ALL AVAILABLE DEFENCES.
12.1 LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS, YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL THE LUCILAB PARTIES BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL PRINCIPLE, ARISING OUT OF:
a. ACCESS TO AND/OR USE OF THE LUCILAB SERVICE (INCLUDING LUCILAB CONTENT, THE LUCI APP, AND COUNSELLING) OR A DELAY OR INABILITY TO USE IT;
b. UNAUTHORIZED ACCESS OR CHANGES TO YOUR ACCOUNT; OR
c. ANY OTHER ASPECTS RELATED TO THE LUCILAB SERVICE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, ECONOMIC (INCLUDING, WITHOUT LIMITATION, LOST PROFITS), EXEMPLARY, OR CONSEQUENTIAL DAMAGES SUFFERED BY YOU OR ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM A DELAY, A SERVICE OR BUSINESS INTERRUPTION, A VIRUS, A BREACH OF PRIVACY, SECURITY, OR REPUTATION, A LOSS OR CORRUPTION OF FILES OR ELECTRONIC DATA COMMUNICATIONS, OR AN ERROR, OMISSION, OR INACCURACY RELATED TO THE LUCILAB SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, NEGLIGENCE, PRODUCT RELIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER ANY LUCILAB PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
12.2 LIABILITY CEILING: IF, NOTWITHSTANDING ANY OTHER PROVISIONS OF THESE LUCI APP TERMS, LUCILAB IS LIABLE TO YOU FOR ANY LOSS OR DAMAGE IN ANY WAY ATTRIBUTABLE TO OR RELATED TO THESE LUCI APP TERMS OR YOUR USE OF THE LUCILAB SERVICE, THE TOTAL LIABILITY OF THE LUCILAB PARTIES, REGARDLESS OF THE FORM OF ACTION, SHALL IN NO EVENT EXCEED THE GREATER OF THE FOLLOWING AMOUNTS: (I) ALL AMOUNTS PAID BY YOU TO LUCILAB (WITH RESPECT TO THE LUCILAB SERVICE INVOLVED IN THE CLAIM) DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (II) FIFTY CANADIAN DOLLARS (CAD 50), IF YOU DID NOT PAY ANY AMOUNT TO LUCILAB.
12.3 LIMITATION OF OUR LIABILITY: THE EXCLUSIONS AND LIMITATIONS OF LIABILITY AND DAMAGES DESCRIBED ABOVE ARE FUNDAMENTAL ELEMENTS OF THE AGREEMENT BETWEEN LUCILAB AND YOU. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS Of LIABILITY, THE LIMITATION(S) IN THIS SECTION 12 MAY NOT APPLY TO YOU.
13.1 Luci App Terms: Lucilab may, at any time and without prior notice, amend the Luci App Terms. Any changes to the Luci App Terms will be posted on this page. Please review the Luci App Terms from time to time to ensure that you are aware of the current Luci App Terms. Users are deemed to have accepted all amendments to the Luci App Terms if they continue to use the Lucilab Service after the amendments have been published.
13.2 Lucilab Service: Lucilab also reserves the right to:
a. make additions, deletions, or amendments to the Lucilab Service;
b. determine the timing and content of software updates, which can automatically be downloaded and installed by Lucilab; and/or
c. suspend, deactivate, or terminate your access to all or part of the Lucilab Service
at any time, with or without notice, at our sole discretion, and without liability to you. We have the right to investigate any violation of the Luci App Terms or conduct that adversely affects the Lucilab Service and take any action we deem appropriate in response. In the event of a suspension, deactivation, or termination: (i) the rights and licences granted to you will cease and you will be required to stop using the Lucilab Service (including the Luci App, which must be deleted from your device), and (ii) we may delete or remove Your Content and any other information related to your Account. All sections that by their nature are intended to remain in effect shall remain in effect after the termination of these Luci App Terms.
14.1 Applicable laws: The Luci App Terms and Conditions and the Lucilab Service shall be governed by the laws of the Province of Quebec and the laws of Canada applicable therein, without reference to their conflict of laws provisions. Any dispute arising out of or relating to the Lucilab Service or the Luci App Terms (collectively, a “Claim”) shall be subject to the exclusive jurisdiction of the courts located in Montreal, Quebec, unless either party submits a Claim related to intellectual property rights, or applies for a temporary specific performance and injunctive relief and waiver of bond or security with any court of competent jurisdiction. EXCEPT WHERE PROHIBITED BY APPLICABLE LAW, YOU HEREBY IRREVOCABLY WAIVE YOUR RIGHT TO:
a. TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF THESE TERMS OR THE TRANSACTIONS RELATING TO THEIR SUBJECT MATTER; AND
b. ANY CLASS ACTION AGAINST US IN CONNECTION WITH ANY CLAIM, AND, IF APPLICABLE, OPT OUT OF ANY CLASS ACTION FILED AGAINST US.
14.2 Entire agreement: Subject to any other applicable agreement with us, these Luci App Terms, including the Luci App Policy <<link>> and the other documents referenced herein, constitute the entire agreement between you and Lucilab with respect to your access to (including use of) the Lucilab Service.
14.3 Severability and waiver: Lucilab’s failure to insist upon strict adherence to any provision of the Luci App Terms shall not be considered a waiver of any such right or provision. If any provision of the Luci App Terms is deemed invalid, illegal, or unenforceable for any reason, then that provision shall be severed from the rest of the Luci App Terms and shall have no effect on the validity or enforceability of the remaining provisions.
14.4 Transfer of rights and obligations: You may not assign or otherwise transfer your rights and obligations under these Luci App Terms without Lucilab’s prior written consent. Lucilab may freely assign or delegate all rights and obligations under these Luci App Terms.
14.5 Miscellaneous: A French version of this document is available. In case of any discrepancy, the English version shall prevail over the French version. Please note that the Lucilab Service may not be available to all individuals or in all provinces and territories. All Lucilab Service offerings are void where prohibited.