Skip to content
Subscribe to a COMMITMENT-FREE box to save 15% OFF and get FREE SHIPPING in Canada! Code: 2021
Subscribe and save 15% OFF and get FREE SHIPPING in Canada! Code: 2021

Lensbox Consultant Services Agreement

Lensbox Consultant Services Agreement

The relationship between the Authorized Physicians, Non-Authorized Physicians, Healthcare Practitioners, Ophthalmologists, Doctors of Optometry, Opticians Eye Health Navigators, and Style Consultants providing services through the Lensbox Platform (Eye Care Professionals) and Lensbox Eye Care Services Inc. as the Service Provider is, for all purposes, one of principal and independent Service Provider and nothing in this Agreement will constitute or create any partnership, joint venture, employer-employee, principal-agent, or any other relationship between the Eye Care Professional and the Service Provider apart from that expressly stated in this Agreement.

The Service Provider will comply with all rules, laws, ordinances, and regulations in performing the Services. The Service Provider agrees to remit and will be responsible for withholding taxes, income taxes, and any other deductions required by applicable provincial or federal statutes for the Service Provider. Further, the Service Provider is solely responsible for and will file all returns required under all applicable federal and provincial statutes, including but not limited to the Income Tax Act.

The Service Provider will obtain and maintain all necessary licenses, permits, and approvals for the Service Provider’s performance of the Services.

Data Privacy

The Service Provider collects information from the Eye Care Professional to provide the professional services and access to the Lensbox Platform. The Eye Care Professional enters and uploads to the Lensbox Platform the relevant information about their virtual consultation services and products. By publishing their profile on the Lensbox Platform the Eye Care Professional agrees to disclose to the general public their eyecare practice's name, the full name of the Eye Care Professional and the relevant fees for their services and products.

By accessing and continuing to use the Lensbox Platform the Eye Care Professional agrees with the current version of the Privacy Policy published at www.shoplensbox.com/pages/privacy.

Data Protection

Any information except the information available on the public profile of the Eye Care Professional is considered personal and is not disclosed to any person or organization without consent or if required by law. Lensbox does not sell, rent, or lease personal information.

Personal information is password-protected by the user. The user is responsible for keeping their password securely protected at all times.

All payments are processed through a third-party payment provider that is compliant with Level 1 Payment Card Industry (PCI) data security standards. All transactions are SSL encrypted. The Service Provider does not store any credit or debit card information.

Confidential Information

The Service Provider understands and acknowledges that they will have access to confidential and proprietary information about the Eye Care Professional and their respective patients, and all affiliates, including, without limitation, information and data of or relating to members, groups, products, technical and business data, trademarks, marketing plans and initiatives, financial information, and market and business strategies (the “Confidential Information”).

All Confidential Information is the exclusive property of the Eye Care Professional. During and after the term of this Agreement, the Service Provider will not for any reason whatsoever divulge or utilize any Confidential Information for the Service Provider’s own benefit or to the detriment of the Eye Care Professional. The Service Provider agrees to accept and retain the Confidential Information and data in confidence and, at all times during and after the Term.

The Service Provider agrees that documents, copies, records and other property or materials made or received by the Service Provider that pertain to the business and affairs of the Eye Care Professional, including all Confidential Information which is in the Service Provider’s possession or control are the property of the Eye Care Professional. The Service Provider will return the same to the Eye Care Professional and, after returning such files and receiving confirmation of such return, will immediately delete digital files, either upon the termination of this Agreement or at any time upon the request of the Eye Care Professional.

Intellectual Property

All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registrations, and rights in any patent, copyright, trademark, trade dress, industrial design and trade name (the “Intellectual Property”) that is developed or produced under this Agreement, will be the sole property of the Eye Care Professional. The use of Intellectual Property by the Eye Care Professional will not be restricted in any manner.

The Service Provider may not use the Intellectual Property for any purpose other than that contracted for in this Agreement except with the written consent of the Eye Care Professional.  The Service Provider will be responsible for any and all damages resulting from the unauthorized use of the Intellectual Property.

Warranty and Indemnity

The Service Provider represents and warrants that the provision of the Services will satisfy the standards of care, skill, and diligence ordinarily exercised by members of the Service Provider’s profession currently practicing in the same locality under similar conditions for similar services as of the time the Service Provider provides the Services.

The Service Provider will indemnify, reimburse, defend and hold harmless the Eye Care Professional and the Eye Care Professional’s officers, directors, agents, and employees, from and against any and all claims, demands, damages, liens, liabilities, penalties, fines, lawsuits and other judicial proceedings and related costs and expenses (including expert witness fees and related costs and reasonable legal fees and related costs on a solicitor and own client basis) to the extent arising out of or relating to the provision of the Services, including but not limited to: (i) the negligence or willful misconduct of the Service Provider under the Agreement, or any failure, breach, or non-performance of the Service Provider’s obligations under the Agreement by the Service Provider; (ii) the Service Provider’s failure to pay all federal or provincial taxes and premiums with respect to the Service Provider under the Agreement; and (iii) any claim by third parties arising out of or related to the Service Provider’s provision of the Services.

Exclusivity

The Service Provider is free to provide services that are similar or identical to the Services to any other entities provided that any such activities do not materially interfere with the proper performance of the Services.

Assignment

The Service Provider will not assign its interest or the Services under the Agreement except with the express written consent of the Eye Care Professional.

Enforceability

If a section in the Agreement is found to be invalid or unenforceable, the scope of any unenforceable section will be deemed modified and diminished to the extent necessary to render such section valid and enforceable, and the invalidity or unenforceability of any such section will not affect the validity or enforceability of any other section of the Agreement.

Modification of Agreement

Any modification of this Agreement must be in writing and signed by both parties or it will have no effect and will be void.

Governing Law

The Agreement will be construed in accordance with and governed by the laws of British Columbia and the laws of Canada applicable in British Columbia.  Any dispute arising from, connected with, or relating to the Agreement or any related matters will be resolved by the courts of British Columbia sitting in the city of Vancouver, and the parties hereby irrevocably submit and attorn to the original and exclusive jurisdiction of those courts.

Interpretation

The headings appearing in the Agreement have been inserted as a matter of convenience and for reference only and in no way define, limit or enlarge the scope or meaning of the Agreement or any provision hereof.

As used in this Agreement, the masculine gender will include the feminine or neutral gender, and the plural will include the singular wherever appropriate. 

Entire Agreement

This Agreement states and comprises the entire agreement between the parties in connection with the subject matter of this Agreement. There are no representations, warranties, terms, conditions, undertakings, or collateral agreements express or implied between the parties other than expressly set forth in this Agreement. The Service Provider hereby waives any right to assert a claim in tort based on any pre-contractual representations, negligent or otherwise, made by the Eye Care Professional.

Independent Legal Advice

The Service Provider represents and warrants to the Eye Care Professional and understands and accepts that the Service Provider has been provided an opportunity to seek, and was not prevented nor discouraged by the Eye Care Professional from seeking, independent legal advice prior to signing and delivering the Agreement. The Service Provider agrees and encourages the Eye Care Professional to seek adequate legal advice prior to agreeing with these terms.

Definitions

“Authorized Physician” means a physician or Doctor of Optometry, who is registered to practice medicine in a Province or Territory of Canada, meets Lensbox’s other criteria and is permitted to provide Healthcare Services and/or Informational Services through the Lensbox Platform.

“Authorized Non-Physician Provider” means an independent, regulated health professional (such as a psychotherapist or a nurse) registered to provide healthcare in a Province or Territory of Canada, meets Lensbox’s other criteria and is permitted to provide Healthcare Services and/or Informational Services through the Lensbox Platform.

“Data” means information collected or compiled through the Lensbox Platform which has been de-identified.

“De-identify” in relation to PHI, means to remove information that identifies the individual or for which it is reasonably foreseeable in the circumstances that it could be utilized, either alone or with other information, to identify the individual.

“Device” means a mobile or desktop device owned or controlled by a User and used to access Lensbox Physician Services.

“Health Care” means any observation, examination, assessment, care, service or procedure that is provided by a physician or a non-physician healthcare provider to an individual to diagnose, treat, or maintain the individual’s physical or mental condition, to prevent disease or injury to the individual, or to promote the individual’s health.

“Healthcare Services” means the provision of Health Care by an Authorized Physician or an Authorized Non-Physician Provider through the Lensbox Platform.

“Informational Services” means the provision of general information about a disease or condition, rather than patient-specific medical information, for educational purposes only and for clarity, not including a diagnosis, treatment or advice based on observation, examination or assessment of a particular patient.

“Lensbox Platform” means the hardware, software, applications, websites, content, products and services owned and/or operated by us, which include the software that enables Authorized Physicians and Authorized Non-Physician Providers to provide Healthcare Services and Informational Services to Authorized Users.

“Personal Information” means information about an identifiable individual which is not PHI and which is collected, created, compiled, used, disclosed or otherwise transmitted and/or stored on or by means of the Lensbox Platform.

“Personal Information” means information about an identifiable individual which is not PHI and which is collected, created, compiled, used, disclosed or otherwise transmitted and/or stored on or by means of the Lensbox Platform.

“Personnel” in relation to Lensbox, means its employees and agents including independent contractors and sub-contractors, for whom Lensbox is responsible at law.

“PHI” or “personal health information” means information about an individual’s health or healthcare that is subject to Privacy Law and that is collected, created, compiled, used, disclosed or otherwise transmitted and/or stored on or by means of the Lensbox Platform.

“Privacy Law” means the applicable legislation governing the collection, use, disclosure, and/or protection of PHI in the Province or Territory in which a User resides.

“Services” means the Lensbox app, the Lensbox XL app, and our website available at shoplensbox.com.

“User” means an individual who has registered and created a Lensbox User Account in accordance with our Terms of Use and is thereby eligible to receive Healthcare Services and/or Informational Services through the Lensbox Platform.

“You” means an individual who uses, or registers to use the Lensbox Platform.

Contact Us

If you have any questions or concerns please contact us:

Chief Compliance and Privacy Officer

Email: support@shoplensbox.com

Telephone: (855) 771-8400

Address: 1103-11871 Horseshoe Way

Richmond, British Columbia, Canada V7A 5H5