In these User Access Terms, “we“, “us” and “our” means Yourgene Health UK Ltd trading as Yourgene Health (a company registered in England, no: 8436676), and “you” and “your” means the organisation (e.g. Company or partnership) using Sage™ Link. Sage™ Link is a cloud-based bioinformatics portal (including the data supplied with it) (Sage™ Link) for the processing of data from the Sage™ prenatal screen that measures the likelihood that a pregnant woman is carrying a fetus with autosomal aneuploidies (including Trisomy 21, 18 and 13), selected sex chromosome aneuploidies and selected microdeletions (and can optionally provide information on the sex of the fetus). In consideration of our allowing you to use Sage™ Link you agree to be bound by these User Access Terms.
We are required to take reasonable steps to ensure that any access to individuals’ personal information (including health information) is protected from misuse, interference and loss, from unauthorised access, modification or disclosure, and is restricted to authorised persons and for authorised purposes only. We also need to protect Sage™ Link from viruses, other malware and unauthorised entry.
In consideration of our providing you with access to Sage™ Link, you agree:
- Sage™ Link is provided for you to use solely (a) to upload the small data files for Sage™ analysis; and (b) to download individual patient reports. You will only access to Sage™ Link for these reasons and for no other reasons.
- You are responsible for all costs associated with your use of Sage™ Link, including without limitation, all telecommunication costs, data usage and systems to view information provided by Sage™ Link.
- To comply at all times with our applicable policies, as notified to you from time to time, including policies related to the security and privacy of electronic records and to act responsibly to maintain the security and integrity of the information systems that you use, so as to minimise the chance of any problems or security breaches for us.
- Your right to access Sage™ Link is personal to your organisation and cannot be transferred in any way. Access to Sage™ Link through any log on details is restricted to the details you nominate in writing to us. You and your organisation must keep all such log on details absolutely confidential.
- To ensure the appropriate use of information or functionality provided through your organisation’s log on details. We will not be liable for any losses or damage incurred by inappropriate or inaccurate use of Sage™ Link by you to the maximum extent permitted by applicable law and to ensure that unauthorised people cannot gain access to Sage™ Link and any confidential information, where such access by unauthorised people is reasonably within your control to prevent.
- To comply with all data and security legislation, standards, policies and procedures applicable to you and only to use, hold and distribute data or information accessed via Sage™ Link accordingly and, in particular, to treat any information which you save or print from Sage™ Link as confidential medical information and store it accordingly. Where such data is no longer required, it must be destroyed in a secure manner in accordance with any applicable legislation, standards, policies and procedures.
- To comply with all privacy laws, codes and guidelines including, but not limited to, the General Data Protection Regulation (GDPR), the Data Protection Act 2018, codes of practice and obligations of professional confidentiality relevant to your profession and to take reasonable steps to ensure the reliability of any employees who will have access to personal data.
- In using Sage™ Link you may have access to confidential information including, without limitation, personal data in respect of patients (Confidential Information). You will hold any Confidential Information in confidence and, unless required by law, shall not: (a) make any Confidential Information available to any third party (other than to a party to whom you are satisfied that you may legally disclose such Confidential Information to); or (b) use the Confidential Information for any purpose otherwise than in the proper performance of reviewing your patients’ screening results and passing such results to the relevant patient; (c) or permit or cause any unauthorised disclosure of Confidential Information through any failure to exercise due care and diligence.
- To ensure that all persons to whom we give Sage™ Link access in reliance of our processer/controller terms contained within our previously provided terms and conditions of service with you and on your agreement to these User Access Terms comply with these User Access Terms and are given a copy of them for their reference.
- To indemnify us, our affiliated companies and our and their respective employees in relation to all losses, damages, actions, claims, penalties, costs or expenses which may be brought against, suffered or incurred by all or any of us or them as a direct or indirect result of your failing to comply with any of these User Access Terms.
- Where you no longer require use of Sage™ Link or where your circumstances change such that you no longer satisfy these User Access Terms, to advise us promptly so that the account can be terminated and withdrawn or amended as necessary.
- To co-operate with any audit by us or our agents of your access to Sage™ Link.
- We may suspend or terminate and withdraw your access to Sage™ Link in the event of any breach of these User Access Terms by you or by any person to whom we give Sage™ Link access in reliance on your agreement to these User Access Terms, or where any other abuse of these User Access Terms is believed to have occurred.
- We make no representation or warranty that Sage™ Link will be available at all times. It may be unavailable for reasons including, without limitation, due to scheduled maintenance, service upgrades, or other mechanical or electronic failures. Sage™ Link and all information on it are provided “as is” without warranty or condition of any kind (except as may be agreed separately in writing between you and us) and to the maximum extent permitted by applicable law: (a) all warranties and conditions with regard to Sage™ Link are excluded, including without limitation, all implied warranties or conditions of satisfactory quality and fitness for purpose, title, and non-infringement; and (b) we shall not be liable for (i) any error, interruption or delay in operation in or of Sage™ Link or damage to your network, computers or peripherals related to downloading any materials from Sage™ Link, or (ii) any direct, indirect, punitive, incidental, special, consequential damages, damages for loss of use, data, or profits, arising out of or in any way connected with your use or the performance of Sage™ Link, with the delay or inability to use Sage™ Link; whether based in contract, tort, negligence, strict liability, or otherwise, even if we have been advised of the possibility of damages. Your exclusive remedy is to stop using Sage™ Link.
- We may modify the terms, conditions, and notices under which Sage™ Link is offered by sending you an email detailing such changes. Your continued use of Sage™ Link after the sending of such email or posting of such notice shall constitute your agreement to be bound by any such changes.
- These User Access Terms and any non-contractual obligations arising out of or in connection with them shall be governed by and construed in accordance with the laws of England. The courts of England will have exclusive jurisdiction to settle any disputes which may arise out of or in connection with these User Access Terms, save that nothing shall prevent us or you from seeking injunctive relief or enforcing a judgment of the English courts in any appropriate jurisdiction.