Aapke Doctors Services LLP
Terms and Conditions of Contract
With effect from 1st March 2016
This is a legally binding contract (hereinafter referred to as "Agreement"), by and between:
Practitioner(s) (defined hereinafter and referred to as "Practitioner" or "Practitioners" or "You" which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include his/her/their heirs, executors, administrators and legal representatives its successors, as the case may be), i.e. any person, who accesses and/or uses internet resource Logintohealth.com including without limitation all its associated sub-domains, mobile application 'Logintohealth', any accompanying or associated data, applications, utilities or interface, available or provided now or in future (collectively referred to as "Site") to avail Practitioner Services (defined hereinafter) provided through the Site of Aapke Doctors Services LLP, a Limited Liability Partnership registered under the Limited Liability Partnership Act, 2008 which expression shall unless it be repugnant to the context or meaning thereof, be deemed to mean and include, its successors and assigns) whose registered office is at 202, Lotus, Dosti Acres, Wadala (East), Mumbai, Maharashtra.
Aapke Doctors Services LLP, (hereinafter referred to as the "Company or "Us" or "We").
and each of which are hereinafter referred to as a "Party" and both of which are herein referred to as the "Parties".
Please read the terms and conditions carefully before using or accessing the Site or any material or information therein, for providing Services through the Site.
This Agreement is an electronic record in terms of Information Technology Act, 2000 and rules framed thereunder as applicable. This electronic record is generated by a computer system and does not require any physical or digital signatures. The agreement between and conduct of the Parties shall be exclusively and wholly governed by this Agreement.
- 1.1.The words "hereof", "hereto", "herein" and "hereunder" and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provision of this Agreement.
- 1.2.Words denoting the singular shall include the plural and words denoting any gender shall include all genders.
- 1.3.The headings to clauses, sub-clauses and paragraphs of this Agreement shall only serve the purpose of easier orientation and shall not affect the contents and interpretation of this Agreement.
- 1.4.Reference to days, months and years are to English calendar days, calendar months and calendar years, respectively.
- 1.5.Any reference to "writing" shall include printing, typing, lithography, an electronic record in terms of Information Technology Act, 2000 and rules framed thereunder as applicable, and other means of reproducing words in a visible form.
- 1.6.The words "include" and "including" are to be construed without limitation.
- 1.7."Law" means all statutes, enactments, acts of legislature, laws, ordinances, rules, by-laws, regulations, negotiations, guidelines, policies, directions, directives and orders of any Authorized Authority of or within the Republic of India.
- 1.8."Person" includes any individual, partnership, corporation, company, unincorporated organization or association, trust or other entity.
- 1.9.The words "Your" or "your" or "You" or "you", when used in this Agreement, may include and refer to both "Practitioner" and "Practitioners", as the case may be.
2.DEFINITIONSThe following words and terms, whenever used in this Agreement, unless repugnant to the meaning or context thereof, shall have the respective meanings set forth below.
- 2.1."Applicable Laws" or "Law" shall mean any applicable national, federal, state or local laws (both common law and statute law and civil and criminal law) and all applicable subordinate legislation and regulatory codes of practice (including statutory instruments, guidance notes, circulars, directives, decisions, regulations, treaties, conventions, ordinances, order of any government agency, requirement or recommendation of any statute, statutory instrument, by-law or any public, governmental or statutory authority or person); all being of the Republic of India.
- 2.2."Company" or "Us" or "We", shall mean and include Aapke Doctors Services LLP, its Offices, Officers, Directors, Partners, Owners, Administrator, independent Contractors, Employees, Agents or affiliates, and its/theirs successors and assigns.
- 2.3."Intellectual Property Rights", which may also be referred as IPR, shall mean and include all registered and unregistered trademarks, copyright in all forms including but not limited to the contents of the Site, images, text, illustrations, audio clips, trademarks, logos, labels, video clips, software and coding; industrial designs, patents, inventions, domain names, trade secrets, methodology, processes, features, functionality, User Information and common law rights in the aforesaid, which are associated with the Company, Services or the System.
- 2.4."Lab" or "Laboratories" shall mean and include the Diagnostic laboratories and their collection centres.
- 2.5."Person" shall mean a person, and includes any individual, corporation, firm, partnership, joint venture, association, organisation, trust, state or Governmental Authority or other legal entity (in each case, whether or not having separate legal personality).
- 2.6."Practitioner" or "Practitioners" shall mean and include medical health professional(s), and/or doctors registered and listed on the Site.
- 2.7."Practitioner Account Information" shall mean and include your name, email address, mobile number, password, date of birth, gender, registration number, and certain other sensitive personal information collected by the Company or any other information required by the Company for creation of the Practitioner Account.
- 2.9."Practitioner Services" shall mean and include, but not limited to the following services made available by the Company through its Site and System:
- 2.9.1.Manage Practice Services: a) Integrated calendar for booking and managing Online Consultations and Clinic Visits, b) Maintaining electronic medical records of patient visits, c) Invoicing and payment, d) SMS and email notifications to patients and User and e) Other services which are ancillary to the area of Manage Practice.
- 2.9.2.Grow Practice Services: A complete platform to grow your online practice by providing User Services.
- 2.10."Services" shall mean and include any service(s), including User Services and Practitioner Services, provided by the Company through its Site and System.
- 2.11."Site" shall mean and include, whole or in part, the internet resource and website known as Logintohealth.com including but not limited to all its associated sub-domains, mobile application 'Logintohealth', any accompanying or associated data, applications, utilities or interface.
- 2.12."System" shall mean and include the Site, electronic communication network including all software, all hardware, all files and images and data contained in or generated by the System associated with the Site.
- 2.13."Territory" shall mean and include only the territorial jurisdiction of Republic of India, to the exclusion of all other countries and territories of the world.
- 2.14."Use" shall mean and include any use of the Site or Services by a Person, including without limitation, Practitioner and/or the Workforce (interns, employees, servants, affiliates, representatives, agents, independent contractors employed or hired) of the Practitioner.
- 2.15."User" and "Users" shall mean and include a registered user, unregistered user, or any Person who uses the Site, Users, including the patient and his relative(s), representatives, agents, servants or affiliates, for whom or on whose behalf, the User is using the Site.
- 2.16."User Account Information" shall mean and include the name, email address, mobile number, password, date of birth, gender, city, pincode and any other information as may be required by the Company in relation of the User Account.
- 2.18."User Services", shall mean and include Services offered by the Company from time to time, through the Site, including without limitation, Online Consultation, Next Available General Physician and Next Available Paediatrician, Quick Advice, Ask a Paid Question, Ask a Free Question, Diagnostic Test, Health Feed, Health Vault and Clinic appointment.
3.ACCEPTANCE OF TERMS
- 3.1.This Agreement applies to all healthcare professionals (whether an individual professional or an organization including authorised associates of such practitioners or institutions) who want to list themselves as "Practitioner" on the Site and governs the provision of access to Practitioner on the Site or any Practitioner Services provided through the Site.
- 3.2.If you are a member of the Workforce (interns, employees, agents, independent contractors employed or hired by you) of the Practitioner that has listed themselves on the Site to provide Practitioner Services, and the Listed Practitioner has authorized you, explicitly or implicitly, to use the Practitioner Services or any other service, this Agreement is a three-way agreement between you, the Practitioner and the Company. Both the Practitioner and the Company may seek recourse against you for any violation of the terms of this Agreement.
- 3.3.By accepting or clicking the tab/button "I agree" at the time of registration or by mere use of the Practitioner Services provided by the Company through Site, the Practitioner shall be and be deemed to be bound by this Agreement, and to have read and understood and unconditionally accepted this Agreement in its entirety for availing the use of the Practitioner Services provided on or through the Site.
- 3.4.The Company is and the Practitioner accepts that the Company is the owner, author and publisher of the Site and the operator of the System associated with the Site for providing Services.
- 3.5.By using the Site or accessing any material, information or services through the Site, the Practitioner agrees, admits, confirms and declares that the Practitioner has completed 18 years of age as on date of this Agreement, and that the Practitioner has fully read and understood the Terms and Conditions (also referred as "Terms of Practitioner's Use") as set forth in this Agreement, without any impairment in judgment resulting from (but not limited to) mental illness, mental handicap, intoxication, medication, or any other health or other problem that could impair judgment.
- 3.6.In case the Practitioner has any issue or difficulty with the understanding of this Agreement or any of its clause or portion, you are advised not to Use the Site and if the Practitioner uses the Site, it shall be presumed and signified that the Practitioner has agreed to be bound by the terms and conditions of the Agreement, without any objection or reservation.
- 3.7.If you do not wish to be bound by any part of this Agreement, you are not allowed to and shall not use the Site or any of Services offered by the Company or the Site, any such use of the Site or any of the Services shall not be valid and shall not vest any rights or entitlements in you, and shall be a breach of this Agreement by you.
4.PRACTITIONER OBLIGATIONS, UNDERTAKINGS AND CONSENT
- 4.2.You also represent and warrant that you are not a person barred from receiving the Practitioner Services under the laws of India.
- 4.3.You also undertake to inform us of any pending or decided cases/complaint against you in India/abroad for medical negligence and/or medical offences.
- 4.4.You represent and warrant that you are qualified to provide medical services within the territory of India.
- 4.5.You represent and warrant that you have obtained all licenses as required by law to provide medical services and have not committed any act or omission that might prejudice its continuance or renewal.
- 4.6.You hereby agree that for availing Practitioner Services, you will have to register and create an Account ("Practitioner Account") and purchase a Subscription Plan (defined hereinafter). When you create a Practitioner Account, you are required to enter your name, email address, mobile number, password, date of birth, gender, registration number, and certain other sensitive personal information collected by the Company.
- 4.8.You hereby undertake and agree that in case of any loss or injury caused to the Company or any third party including Users, due to the illegal activity committed through your account by your Workforce or you, you shall be solely responsible and liable for the consequences.
- 4.9.You hereby consent to immediately notify the Company of any actual or suspected unauthorized use or breach of the Practitioner's Account. You hereby agree that the Company shall not be liable for any direct or indirect losses caused to you by any unauthorized use of Practitioner Account, and you shall be liable for the losses caused to the Company or others, due to such unauthorized use.
- 4.10.The verification of mobile number and / or the email shall be compulsory without which the Company will not create a Practitioner Account.
- 4.11.If you register on the Site and successfully get a Practitioner Account, You shall be responsible for maintaining the confidentiality of the account, including display name and password of the account, and you shall be responsible for all activities that occur under Practitioner's Account.
- 4.12.You hereby declare and verify that all information provided by you, is true, accurate and genuine. You hereby agree that in case any information provided is not true or accurate or genuine or complete, or the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with these Terms of Practitioner's Use, then the Company shall have the right to indefinitely suspend or terminate or block access of Practitioner's Account on the Site.
- 4.13.You agree not to access (or attempt to access) any of the Practitioner Services by any means other than through the interface that is provided by the Company.
- 4.14.You agree that your use of the Site and System is subject to verification by us of your identity, qualifications, documents and credentials as a Practitioner.
- 4.15.You agree and warrant that you will be in compliance of all applicable laws while using the Site, Services or providing services through the Site.
- 4.16.You agree that we may terminate your access to or use of the System and Services at any time if we are unable at any time to determine or verify your qualifications or credentials.
- 4.17.You agree that we may use and disclose your Practitioner Account information for such purposes, including (without limitation) making inquiries through third parties concerning your identity and professional and practice credentials. You authorize us to disclose to third parties such information as required for such purposes, and you agree to hold them and us harmless from any claim or liability arising from the request for or disclosure of such information.
- 4.18.The Company may, at its sole discretion, suspend Practitioner's ability to use or access the Practitioner Services at any time while the Company investigates complaints or alleged violations of this Agreement, or for any other reason.
- 4.19.Use of the Site and the Services by you, shall be solely at the discretion of the Company. The Company reserves its right to add, delete, withdraw or discontinue its any Service or Site in part or whole.
- 4.20.The Company reserves, at its sole discretion, the right to refuse any Practitioner to access the Site or avail any Services, without assigning any reason.
- 4.21.The Company also reserves, at its sole discretion, the right to block any Practitioner from creation of any Practitioner Account, or to block any Practitioner Account from accessing Site or Services, without assigning any reason.
- 4.22.You hereby agree, declare and warrant that You are fully authorized and have taken all requisite approvals from the person (if any), on whose behalf, you are acting on the Site.
- 4.23.You will cooperate with us in the administration of the System, including providing reasonable assistance in evaluating the System and collecting and reporting data requested by us.
- 4.24.You hereby agree that you will implement and maintain appropriate administrative, physical and technical safeguards, and reasonable and appropriate security precautions to protect the User Information or any other System information, from any unauthorized use or access.
- 4.25.You will immediately notify us of any breach or suspected breach of the security of the System of which you become aware, or any unauthorized use or disclosure of information within or obtained from the System, and you will take such action to mitigate the breach or suspected breach as we may direct, and will cooperate with us in investigating and mitigating such breach.
- 4.26.You hereby understand and agree that the relationship between you and the User or patient, shall be independently governed as per the Applicable Laws.
- 4.27.You warrant and agree that you shall be solely responsible for the professional services you will be providing to the User or the patient, including any consequential or incidental loss or injury.
- 4.28.You shall be solely liable for your dealings and interaction with patient or User, his/her representatives or affiliates.
- 4.29.You hereby understand and agree that the Company is only providing a platform to enable User and Practitioner to interact with each other, without any professional intervention of the Company.
- 4.30.You warrant and agree that any material provided by you, will not infringe any intellectual property or any other right of any third person, and will not be in contravention of any other applicable laws.
- 4.31.You will ensure that you are in compliance of all applicable laws, regulations and conventions.
- 4.32.You hereby understand and agree that you acquire no ownership rights in any Practitioner Account.
- 4.33.You hereby agree and undertake that you will not or attempt to:
- impersonate any other Practitioner, person or entity,
- misrepresent your affiliation with the Company;
- use the Site or Services to violate any local, state, national or international law;
- use abusive or derogatory language while communicating with the patients and Users;
- transfer, assign or sublicense their Practitioner Account or right to use the Practitioner Services to any third party;
- use the Practitioner Services provided by the Company for any unauthorized and unlawful purpose; and
- engage in any activity that interferes with or disrupts the Practitioner Services, Site or System.
5.SUBSCRIPTION PLANS FOR PRACTITIONER SERVICES
- 5.1.The Practitioner will purchase a Subscription Plan to avail the Practitioner Services. The Subscription Plans will be provided for a fee "Subscription Fee" or free which will depend on the type of the Plan. We may proactively amend Subscription Fee for the existing services or add new services for additional fees. Subscription Fees stated prior to subscription being purchased, as amended at our discretion will apply. You agree to pay all Subscription Fees, applicable as per the Subscription Plan taken by you.
- 5.2.The Company has provided a subscription guidance to enable the Practitioners to select the Subscription Plan suited to their needs. However, the Practitioners are solely responsible for selecting a Subscription Plan that is most appropriate for them. The Company will not be liable to refund any amount due to an inappropriate selection or non-adherence to instructions by the Practitioner.
- 5.3.The Company may provide a Free Subscription Plan to the Practitioners for a limited period of time as specified at the Site. The Company may amend the features of the Free Subscription Plan at any point of time. The Company, by giving 45 days' notice to the Practitioner, may terminate the Free Subscription Plan at any point of time.
- 5.4.Any data the Practitioner enters into the System, and any customizations made to the System by or for Practitioner, during Practitioner's Free Subscription Plan will be permanently lost after 45 days of the expiry of the Free Subscription Plan unless the Practitioner upgrades his/her Free Subscription Plan to one of the Paid Subscription Plans.
- 5.5.In case of the Clinic Subscription Plan, it is deemed that the Practitioner owns the Clinic for which he/she is purchasing the Subscription Plan and/or has been authorised by other Practitioners for that Clinic to purchase the Clinic Subscription Plan on their behalf and to add them as consultants ("Consultants") for that Clinic. In the event of any misrepresentation in this regard, the Company will terminate the account of the Practitioner with immediate effect and retains the right to claim damages on account of the loss incurred to the Company due to such misrepresentation. On discontinuation, non-renewal or termination of the Clinic Subscription Plan, the Practitioner who has taken the Clinic Subscription Plan is solely responsible for informing the other Consultants for that Clinic that the Practitioner Services will no longer be accessible to them. In this case, if the other Consultants want to continue using our Practitioner Services for this Clinic, please contact us through the Contact Us form on the Site for further assistance. Alternatively, you can delete them as a Consultant by going to My Account > Consultant. The Consultant can then add this Clinic by taking an appropriate plan and continue using the Practitioner Services for this Clinic.
- 5.6.The Company offers its Practitioner Services on "as is" basis and has the sole right to modify any feature or customize them at its discretion and there shall be no obligation to honour customization requests of any Practitioner. The Subscription Fee charged is exclusive of any customisation costs.
- 5.7.Practitioner shall not create a Practitioner Account to access the Practitioner Services of the Company if the Practitioner or the organisation that he/she/it represents is the Company's direct competitor, except with the Company's prior written consent. In addition, the Practitioner shall not access the Practitioner Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.
- 5.8.The Company will not be liable for the non-availability of the Practitioner Services due to circumstances beyond the Company's reasonable control, including, without limitation, telecom outages, 3rd party server issues, internet service provider failures or delays, acts of God, acts of government, flood, fire, earthquakes, civil unrest, labour issues, acts of terror and strikes or other such problems.
- 5.9.The Company will inform the Practitioners about the planned downtime with at least an 8 hours' notice. The Practitioner Services will not be available during that period.
- 5.10.In the event the System is not available due to apparent default at the Company's end or is rendered unusable, the Company may at its discretion extend the subscription period of the Practitioner only by such number of calendar days when the Practitioner Services were not available. However, you shall agree that the Company is not responsible and will not be held liable for the any failure of the intermediary services such as, internet connectivity failure or telephonic disconnections or phone calls not coming to the User or the Practitioner for a scheduled Online Consultation Phone call due to a telecom outage or the 3rd party server being down.
- 5.11.The Practitioner Services may be subject to certain limitations depending on the Subscription Plan, for example, number of SMS that can be sent, storage space provided, number of consultants that can be added, number of clinics that can be added, validity of subscription and any other limitations. Any such limitations are specified in the Subscription Plans. The Practitioner is advised to make himself/herself aware of these limitations prior to the purchase of the Subscription Plan.
- 5.12.The Practitioners will be solely responsible to ensure that they renew their subscriptions in time. The Company will not be liable or responsible to send any reminders to the Practitioners for this purpose. If the Practitioners do not renew their Subscription Plans, the Company may, anytime post 45 days of the expiry of the Subscription Plan, delete all Practitioner Information.
- 5.13.The Practitioner can send us a request in writing through the Contact Us form to provide a copy of the Practitioner Information, to the extent the same can be provided by the Company, by exporting to CSV format or any other computer file format (as available with the Company) in compliance to the privacy laws applicable to the Practitioner's field and other terms and conditions of this Agreement.
- 5.14.It is the sole responsibility of the Practitioners to take a back-up of all their Practitioner Information and store the same on their own computer or any other place or in any other form. The Company will retain the Practitioner Information and any other information that you may upload on the Site for as long as it is needed to fulfil the service you seek to provider on the Site. If you send us a request to delete your Practitioner Account, the Company will delete all Practitioner Information. But please note: (1) there might be some latency in deleting this information from our servers and back-up storage; and (2) we may retain this information, for the period permitted under the laws of India, if necessary to comply with our legal obligations, for historical and statistical purposes, resolve disputes, or enforce our agreements. (3) We may retain this information if there are other Consultants attached to your subscription to enable them to continue using the Site and the Services.
- 5.15.For making the payment of the Subscription Fee, the Practitioner will be directed to the portal of the third party, which has been outsourced by the Company, to receive payment.
- 5.16.For any of the payment method opted by the Practitioner for making payment on the portal of the outsourced party/agency/service provider, and thereafter by entering banking information and details on that portal while making payment, the Company does not assume any liability, and shall never be responsible for any direct or indirect costs, charges, expenses, damage or loss suffered by the Practitioner, as the Company has outsourced third party(s) for receiving such payment, who is an independent party, and the Company has no access or control over any information and details inserted by the Practitioner when making or attempting to make any payment. Unless otherwise stated, all fees shall be quoted in Indian Rupees (INR).
- 5.17.The Company does not ask for or retain any financial data or information of the Practitioner/payer except for the bank account details required to transfer the amount collected by the Company on behalf of the Practitioners.
- 5.18.The Company shall send an intimation of the receipt of Subscription Plan Fee to the Practitioners through an email within 7 working days of the receipt of Fee into the Company's designated bank account.
- 5.19.Fees and charges for the Subscription Plans shall be calculated solely based on the records maintained by the Company or a 3rd party billing service provider. Decision of the Company shall be final and binding with respect to the Subscription Fee and charges payable by the Practitioner.
- 5.20.Fee is non-refundable. However, the Company may, in its discretion, refund the pro-rata Fees for the unused portion of the Subscription Plan (as on date of termination) if the Practitioner who had taken the Subscription Plan, sends a notice in writing of his/her decision to terminate the Subscription Plan. Such a refund will be done upon expiry of 45 days of the receipt of such a termination request.
- 5.21.The Subscription Fee is non-transferrable.
- 5.22.The Company does not guarantee or make any representation with respect to the correctness, completeness or accuracy of the information or detail provided by Users or any third party through the Practitioner Services.
6.LISTING OF PRACTITIONER INFORMATION
- 6.1.Your personal profile describing your credentials, experience, academic background, awards, papers published shall be available for viewing by Users and will be considered non-confidential and non-proprietary. Providing additional information in your personal profile beyond what is required at registration is entirely optional and can be edited or deleted by you at any time.
- 6.2.The Company automatically enables the listing of Practitioners' information on its Site for every 'Consultant' or 'Clinic' added to a Practice using its Subscription Plans. This information listed on Site is displayed when Users search for Practitioners for various User Services to shortlist them and avail User Services such as name, specialisation, experience, mobile number, clinic number and address, clinic details such as timings, services provided, charges and such other information for other online services as well.
- 6.3.The Company reserves the right to list Practitioners who are not party to this Agreement. The Company reserves the right to modify the listing of Practitioners on its Site. In case Practitioner or Practice wishes to change or remove information as listed and displayed on the Site or disable appointment requests, or any User Services, the Practitioners or Practices can do so by using options available on its Practitioner Services or by contacting the Company through the Contact Us form on the Site.
- 7.1.The Company's listing algorithm for the Practitioners is a fully automated system that lists the Practitioner, their profile and information regarding their practice on its Site when the User searches for any User Service. These listings of Practitioner do not represent any fixed objective ranking or endorsement by the Company. The Company will not be liable for any change in the listing order of the Practitioner, which may take place from time to time. The listing of Practitioner will be based on automated computation of the various factors including inputs made by the Users including their comments and feedback. The ranking algorithm is proprietary technology and cannot be disclosed in full. Such factors may change from time to time, in order to improve the listing algorithm. The Company in no event will be held responsible for the accuracy and the relevancy of the listing order of the Practitioner on the Site. The Company will not be liable for any consequence on the Practitioner or his Practice arising out of the listing order generated by the algorithm.
- 8.1.The Company shall provide you with an option to make your calendar available for instant booking (Instant Booking) or just list your phone number. The Company reserves the right to extend and withdraw Instant Booking functionality to you at its sole discretion, based on the number of User appointments being honoured by you. The extension or withdrawal of such facility shall be intimated to you by the Company.
- 8.2.If you have selected the Instant Booking option, the System accepts online appointment requests for you. It is possible that some appointment requests do not reach you at all or in a timely manner due to technical or operational reasons including but not limited to cases when Practitioner does not read emails or text messages sent by the Company in timely manner. The Company shall have no liability or responsibility in this regard.
- 8.3.We are not responsible if the User cancels the appointment later or does not inform you of a cancellation in advance.
- 8.4.Listing as Practitioner for Clinic Appointment without registering for a Practitioner Account: Listing as a Practitioner for Clinic Appointments can be availed by any Practitioner without registering for a Practitioner Account by providing information regarding your name, mobile number, email address, clinic details such as timings, services provided, charges and such other information as requested by any of the Company's employees or agents who contact you in person or by telephone. The Company will, after such information is collected from you, send you a confirmation email containing the information provided and the fact that you will be listed on the Site. In the event you do not wish to be listed on the Site, please inform the Company immediately.
- 9.1.In case of Online Consultation, we enable you to provide the prescription to your patients after the call is completed. The prescription is to be provided at your discretion and we will in no way be held liable for the content of the prescription and for the provision or lack of provision of the same to the User. You can upload a scanned version of a written subscription signed by you. You can also type the prescription in text box provided against the name of the patient. In this option, an unsigned prescription will be generated which will be visible to the patient when he/she logs into his account on the Site. The Practitioner hereby declares that such an unsigned prescription will be deemed to be generated only by him/her and he/she is completely responsible for the outcome of the prescription generated using his/her account.
10.ONLINE CONSULTATION - AUDIO AND VIDEO CALL DROPS
- 10.1.After the User and the Practitioner have been connected, either entity can experience network issues which might result in the call getting disconnected. The steps to be followed in such an eventuality are listed below:
- 10.1.1. In case of any audio call drop:
- 10.1.1.1.The User will have to call our IVR number +918431200200 within 15 minutes of the scheduled consultation end time and press 3 for the Online Consultation Call drop option.
- 10.1.1.2.Our System will immediately try to connect the User to the Practitioner based on the User's request.
- 10.1.1.3.The Practitioner is requested to be available to take the calls from our System during the scheduled Online Consultation by phone so that he/she can be reconnected to the User and the call can be completed.
- 10.1.2.In case of any video call drop:
- 10.1.2.1.Either the User or the Practitioner can click on the call connect link to re-join the call.
- 10.1.2.2.If the call does not reconnect for loss of internet on either side, the User will have SMS us CD on +918431200200 within 15 minutes of the scheduled consultation end time.
- 10.1.2.3.Our System will send an email and also call the Practitioner to confirm the same. During the call, the Practitioner must press 1 to confirm the call drop or 2 to confirm that the call was completed.
- 10.1.2.4.If the Practitioner confirms that the video call dropped, 100% of the amount will be re-credited to the User's account within 7 days of the Online Consultation call.
- 10.1.1. In case of any audio call drop:
- 10.1.After the User and the Practitioner have been connected, either entity can experience network issues which might result in the call getting disconnected. The steps to be followed in such an eventuality are listed below:
11.TRANSCRIPTS OF VIDEO AND AUDIO CALLS BETWEEN USERS AND PRACTITIONERS
12.ASK A PAID QUESTION
- 12.1.Subject to your verification and you opting for this service, we will let Users post questions to you. The responses will only be visible to the User who has posted the question. In the event that you do not want to accept the question, you can cancel the same and we will send a notification to the User. However, if you accept the question and the payment is made by the User, the responses to the questions need to be provided within a stipulated time period of 24 hours. In the event that the question is not replied to within the stipulated time period, we will re-credit the amount to the User and the request will be cancelled. The Company, at its discretion, may impose a penalty on the Practitioner, not exceeding 5% of the fee, in the event that the User asks for a refund.
- 13.1.Subject to your verification and you opting for Quick Advice, we will let Users connect with you through our System only if he/she is your registered patient. For this service, as a measure of convenience, the User is provided with the facility to pay after the call is connected. If the User defaults in the payment for the Quick Advice we will deactivate this service for him/her. However, under no circumstance, will the Company be held liable for any default in payment done by the User or be expected to recover the amount on the Practitioner's behalf from the User. If you do not want to take the risk of payment defaults by your existing registered patients, please do not activate this service.
14.NEXT AVAILABLE GP AND NEXT AVAILABLE PEDIATRICIAN
- 14.1.The Practitioner will be eligible to provide this service only if he/she falls under the relevant area of specialisation.
- 14.2.The objective of this service is to be able to connect the User immediately to the Practitioner. Hence, we send the request to multiple Practitioners who are online and connect the User to the Practitioner who accepts the request first. Hence the identity of the Practitioner is only known to the User once you join the video or phone call.
- 14.3.The Practitioner is advised to activate this service only if he/she has a minimum available time of 45 minutes and no pre-scheduled appointments, either in clinic or online, during this period.
- 14.4.While the duration of the Next Available GP and Next Available Pediatrician will be 15 minutes, it is at the discretion of the Practitioner if he or she wants to reduce or increase the duration of the Online Consultation subject to an upper limit of 30 minutes after which the session will terminate automatically.
15.CHARGES FOR USER SERVICES
- 15.1.There will be a certain minimum charge that is mandatory for the Practitioner to charge the Users and the User Services cannot be provided free.
- 15.2.The charges for Next Available GP and Next Available Paediatrician will be determined by the Company and this will be a fixed charge across all Practitioners. If you are not in agreement with the charges that have been specified by the Company, please do not provide this service.
16.COMMISSION AND PAYMENT FOR USER SERVICES:
- 16.1.We will charge a Commission for most of the User Services provided by the Practitioners through the System. You are advised to kindly go through the details after you register, on your My Account page under Online Service Settings. In the event that you do not agree to the commission being charged, please do not provide the commission based User Services.
- 16.2.We may add new User Services from time to time which will be commission based.
- 16.3.We may proactively amend Commissions for the existing services. Commissions stated prior to services being provided, as amended at our discretion will apply.
- 16.4.THE COMPANY RESERVES THE RIGHT, AT ANY TIME, TO CHANGE ITS COMMISSION AND PAYMENT TERMS, EFFECTIVE IMMEDIATELY UPON POSTING ON THE SITE OR BY E-MAIL DELIVERY TO YOU.
- 16.5.You will provide accurate billing details, Permanent Account Number (PAN) details, Service Tax registration details and shall not use billing details not lawfully owned by you.
- 16.6.You will provide your bank account details to enable us to transfer the amount owed to you. We will not be responsible for any errors or omissions in the details provided.
- 16.7.For the User Services that are chargeable, payment will be done by the User using the secure payment gateway on the Site. The Company will collect this amount on behalf of the Practitioner and will transfer the balance amount after deducting the applicable Commission and deducting any amount for Service Fee.
- 16.8.The amounts will be transferred at the end of each month.
- 16.9.Service Fee are those amounts for e.g. payment gateway charges, which we have to incur for any transactions that have to be refunded at pure discretion of the Company.
- 16.10.The amount transferred will be supported by a detailed Statement of earnings. The Statement of earnings will provide, for the corresponding period, details including date and time, nature of service, the amount paid by the User, the name of the User, the commission %, discount provided if any, the service tax applicable, Service Fee deducted, Tax at Source deducted and net amount payable to the Practitioner.
- 16.11.Unless there is any system based error, the decision of the Company shall be final and binding with respect to the amount being transferred based on the records maintained by the Company or the 3rd party billing provider.
- 16.12.You are solely responsible for payment of all taxes, legal compliances, and statutory registrations and reporting. We are in no way responsible for any of the Practitioner taxes or legal or statutory compliances.
- 16.13.The Company will not be liable to anyone for any modification or discontinuation of the Practitioner Services.
- 16.14.The Company reserves the right at any time to withhold or cancel any of your payments or fees due for any reason including any actions or omissions on your part that are not completed, unauthorized, fraudulent, unacceptable, and inadequate or otherwise violate the terms of this Agreement.
- 17.1.The Company may do certain corporate tie-ups to promote the usage of the Services on the Site. Such tie-ups would be mutually beneficial both for the Practitioner as well as the Company.
- 17.2.As a part of such tie-ups, the Company may have to extend a discount to the participating companies. This discount will be in the form of a % and will be applied on the amount charged by the Practitioner to the Users ("Corporate Discount").
- 17.3.The Corporate Discount will not exceed 10% of the amount charged by the Practitioner to the Users.
- 17.4.The Company will accordingly charge its Commission to the Practitioner only on the net amount which will be calculated after deducting the Corporate Discount, where applicable.
- 18.1.The Company may also, from time to time, extend discount for any of the User Services ("User Discount").
- 18.2.This discount will be in the form of a percentage and will be applied on the amount charged by the Practitioner to the Users or on the net amount calculated after deducting the Corporate Discount, where applicable.
- 18.3.The Company will compensate the Practitioners by reducing its Commission to the extent of the User Discount %. For e.g. if the User Discount % for Online Consultation is 10% and if the Commission on the amount charged by the Practitioner for Online Consultation is 20%, the Company will reduce its Commission to 10% for the period when the User Discount is operational.
- 19.1.Our feedback system will send an SMS, email and notifications to the Users asking for feedback which may then be published on the Site. You agree to make your patients fully aware of the possibility of their receiving such feedback queries.
- 19.2.Further, the Company shall not be liable, under any event, for any comments or feedback given by any of the Users in relation to the User Services provided by the Practitioner. All such feedback should be made in accordance with applicable law. The option of Users to give feedback remains at the Company's sole discretion and may be modified or withdrawn at its sole discretion. The Company may moderate such feedback at any time.
- 19.3.In no event shall the Company be liable for any comments or feedback given by any of the Users in relation to the Practitioner Services provided by a Practitioner.
- 19.4.The listing order of Practitioners and/or Practices on the Practitioner Services is based on numerous factors including Users' comments and feedbacks. In no event shall the Company be liable or responsible for the listing order of Practitioners and/or Practices on the Practitioner Service. Further, the Company shall not be responsible for adverse feedback or comments, or ratings on the Practitioner Services which are a subject matter of automated processes, and the Company disclaims any liability for lost business or reputation of a Practitioner due to information, data or ratings that are available on the User Service. The Company at its discretion holds the sole right to display the User comments and feedback and the listing order of the Practitioner and/ or Practices.
- 20.1.You will acquire, install, configure and maintain all hardware, software and communications systems necessary to access the System (your "Implementation"). Your Implementation will comply with the specifications from time to time established by us. You will ensure that your Implementation is compatible with the System and Services. If we notify you that your Implementation is incompatible with the System, you will rectify such incompatibility, and we will have the right to suspend Services to you until such rectification has been implemented.
- 20.2.Upon request, we may provide goods or services in connection with your Implementation. You will pay our then standard charges for such assistance, and our out-of-pocket costs.
- 20.3.From time to time, updates to the App may be made available to you. We recommend that you use the latest version of the App at all times, to take advantage of the latest enhancements.
- 20.4.By using the App or any of the Practitioner Services, you consent to us collecting and using technical information about the Devices and related software, hardware and peripherals for Practitioner Services that are internet-based or wireless to improve our products and to provide any Practitioner Services to you.
- 20.5.If you use these Practitioner Services, you consent to us and our Affiliates' and licensees' transmission, collection, maintenance, processing and use of your location data and queries to provide and improve location-based products and Practitioner Services.
21.IPR, TRADEMARK, COPYRIGHT - USE, RESTRICTIONS AND LIMITATIONS
- 21.1.The Site is owned, controlled and operated by the Company, and all Intellectual Property Rights /IPR including copyright in the Site and Service solely and exclusively belongs to and is owned by the Company. All intellectual property rights in and title to the Site, System and Services, the present or future modifications / upgradations thereof and standard enhancements thereto shall remain the property of the Company.
- 21.3.Subject to the terms of this Agreement, the Company authorizes the Practitioner and to view and access the Practitioner Account Information and User Information, on or from the Site, solely for rendering their professional services through the Site to the Users/ Patients.
- 21.4.This Agreement permits you to use the Site only for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Site except as generally and ordinarily permitted through the Site according to these Terms of Practitioner's Use. In addition to the foregoing, the Company also reserves the right to use information provided by you or about you, for the following purposes:
- Publishing such information on the Site.
- Contacting you for offering new products or services.
- Contacting you for taking any feedback.
- Analyzing software usage patterns for improving product design and utility.
- Analyzing anonymized practice information including financial information for commercial use.
- 22.1.We may offer forums for providing health related information to our Users such as Ask a Free Question and Health Articles. Participation in such forums is voluntary. You agree to comply with all applicable forum rules and guidelines, while participating in such forums. You acknowledge and understand that any information you post as response to Ask a Free Question or through the Health Article, will be available to the public, and we will be disclosing your name and speciality which may result in you receiving communications from other persons. You shall be responsible for safeguarding the privacy of the patients' or Users information when you participate in such forums, discussion groups and the like. You agree not to disclose individually identifiable health information of any person through such forums. You acknowledge that any liability resulting from your sharing of any information in any forum or discussion group, is your sole responsibility. You will hold the Company harmless for any damages, direct or indirect, arising from any post made by you.
23.RIGHTS AND OBLIGATIONS RELATING TO CONTENT
- 23.1.As mandated by Regulation 3(2) of the Information Technology (Intermediaries guidelines) Rules, 2011 (IG Rules) (http://deity.gov.in/sites/upload_files/dit/files/GSR314E_10511(1).pdf) , the Company hereby informs you that you are not permitted to host, display, upload, modify, publish, transmit, update or share any information that:
- 23.1.1.belongs to another person and to which you do not have any right to;
- 23.1.2.is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever;
- 23.1.3.harm minors in any way;
- 23.1.4.infringes any patent, trademark, copyright or other proprietary rights;
- 23.1.5.violates any law for the time being in force;
- 23.1.6.deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
- 23.1.7.impersonate another person;
- 23.1.8.contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;
- 23.1.9.threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting any other nation.
- 23.2.The Company, upon obtaining knowledge by itself or any third party of any of the above acts committed by you, then it shall be entitled to remove or disable access to the material or information that is in contravention of this Agreement and to immediately terminate the access or your usage rights of the Site.
- 23.1.As mandated by Regulation 3(2) of the Information Technology (Intermediaries guidelines) Rules, 2011 (IG Rules) (http://deity.gov.in/sites/upload_files/dit/files/GSR314E_10511(1).pdf) , the Company hereby informs you that you are not permitted to host, display, upload, modify, publish, transmit, update or share any information that:
24.USE AND DISCLOSURE OF USER INFORMATION
- 24.1.You represent and warrant that you will, at all times during the use of the System and thereafter, comply with all laws directly or indirectly applicable to you that may now or hereafter govern the gathering, use, transmission, processing, receipt, reporting, disclosure, maintenance, and storage of the User Information or any other information, shared with you.
- 24.2.You will ensure that all persons or entities under your direction or control, including your affiliates, representatives, employees and agents, will comply with all applicable laws, including but not limited to the Information Technology Act, 2000 and the rules made thereunder.
- 24.3.If, you use the patient's/ User's personal information including personal sensitive information, except for the purpose it has been provided to you, You shall be solely responsible for obtaining the patient/ Users consents, and all other legally necessary consents or permissions required, to use, disclose, process, retrieve, transmit, and view patient's/ User's personal information including personal sensitive information.
- 24.4.We cannot and do not assume any responsibility for your use or misuse of User information or other information transmitted, monitored, stored or received while using the Site. We reserve the right to amend or delete any content of Site, along with the right to revoke any membership or restrict access to Site and System that in our sole discretion violates the above.
- 25.1The Company makes no representation that all products, Practitioner Services and/or material described on the Site, or the User Services available through the Site, are appropriate or available for use in locations in all states and territories within India.
26.COMMUNICATION TO THE PRACTITIONER
- 26.1.When you use the Site or access any material, information or Services through the Site, you agree and understand that you are communicating with us, through electronic medium and you consent to receive communications, through any mode of communication from Company, time to time, as and when required by Company, for any purpose.
- 26.2.You understand that once you register as a Practitioner on the Site, you hereby consent to be contacted by Company via phone, and/or SMS notifications, WhatsApp, email or any other utility, application, method or mode of communication, and authorize the Company, to send any information or communication relating to the Services availed by the User from the Company or the Practitioner, newsletter, promotional material, advertisements, or to contact for feedbacks, reviews, etc. or for any other purpose, including the communications relating to your registration, transactions that you carry out through the Site, reviews, feedbacks, and promotions that are undertaken by the Company. Please note that while the Company endeavours to provide these notifications and reminders to you promptly, the Company does not provide any guarantee and shall not be held liable or responsible for the failure to send such notifications or reminders to you. It is your responsibility to ensure that you attend any appointments that you may schedule with a User through the Site.
- 26.3.You agree that the delivery of any communications from the Company shall be deemed to be effective, when sent by Company, through any mode of communication, regardless of whether you read the communication on receipt of it, or whether you actually receive the communication. You can withdraw your consent to receive communications by cancelling your use of the Practitioner Account.
- 27.1.The Practitioner Services are not intended for and must not be used for emergency purposes such as emergency appointments, emergency consultations, emergency advice – written or oral, emergency healthcare procedures or any other emergency situations.
28.DISCLAIMER OF WARRANTIES, GUARANTEES AND REPRESENTATIONS
- 28.1.You hereby agree that use of the Practitioner Services is entirely at your own risk, cost and consequences. The Service is provided on 'as is' basis, without any warranty or guarantee of any kind and/or any responsibility or liability either express or implied or whether vicarious, or contingent.
- 28.2.We make no representations concerning the completeness, accuracy or utility of any information in the Site and System, or concerning the qualifications or competence of individuals who placed it there.
- 28.3.While every effort has been made to ensure that the information hosted on this Site is accurate & correct, however the Company does not warrant the accuracy of information obtained from Site or that it will not violate or infringe any third party right in any manner, whatsoever.
- 28.4.The Company reserves the right, at its sole discretion, to change, modify, add to or remove any part of the Practitioner Service or portions of these Terms of Practitioner's Use at any time without any prior written notice to you, and any such change, modification, addition or removal (hereinafter referred as "Modifications") shall be considered as a part of these Terms of Practitioner's Use. It is your responsibility to review these Terms of Practitioner's Use periodically for updates/changes. Your continued use of and access to the Site following the Modifications will mean that you accept and agree to the Modifications.
- 28.5.Any right granted to you to use the Services offered by the Company by its Site is personal, non-exclusive and non-transferable and a limited and revocable (at the discretion of the Company) permission to use the Site and Practitioner Services.
- 28.6.The Company makes no representation or warranty regarding the genuineness, credibility, worthiness or otherwise of any User, patient or any other person, or any information provided by them, for any purpose, whatsoever.
- 28.7.The Company further makes no representation or gives any warranty or condition either express or implied with regard to any information or Practitioner Services available on the Site.
- 28.8.The Company disclaims all warranties including, but not limited to, the implied warranty of merchantability and suitability for any Services.
- 28.9.Company also, does not warrant that:
- this Site will be constantly available, or available at all;
- any or all the Practitioner Services or any other Services on the Site will be constantly available, or available at all;
- you will be able to access your account at any or all times;
- the information on this Site is complete, true, accurate or non-misleading;
- the warranties and representations made by any Users, other Practitioners, the content or information provided by the Users and/or Practitioners on the Site, or any opinion or suggestion given or expressed by the Company or any User is complete, true, accurate or non-misleading;
- the quality of any Services, information, or other thing obtained by you through the Site will meet your expectation;
- the you will be able to use any Services;
- the Site, information, content, materials, or Practitioner Services included on or otherwise made available to you through the Site; their servers; or electronic communication sent from the Company or the Site, are free of virus's or any other harmful components.
- 28.10.The Company assumes no responsibility, and shall not be liable for, any damages to, or viruses that may infect your equipment on account.
- 28.11.Except as expressly set out in these Terms of Practitioner's Use, all warranties, representations, terms, conditions or undertakings whether implied by statute, common law, custom, trade usage, course of dealing or otherwise (including any implied warranty, representation, term, condition or undertaking of satisfactory quality or fitness for a particular purpose) are, to the fullest extent permitted by law, hereby excluded.
- 29.1.You hereby allow us to provide your reference to other potential Practitioners and/or Lab that we would like to introduce to the Site as a referral to our Services.
30.THIRD PARTY ADVERTISEMENTS
- 30.1.The Company reserves the rights to display sponsored advertisements or third party advertisements on the Site "Sponsored Listings". Without prejudice to the status of other content, the Company will not be liable for the accuracy of information or the claims made in the Sponsored Listings. The Company does not require or encourage you to visit any Sponsored Listings page or to avail any services from them. The Company is not be liable for the services of the providers of the Sponsored Listings. Your dealings with, or participation in promotions of, advertisers other than Company, found on or through the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. The Company shall not be responsible or liable for any claim, error, omission, inaccuracy in advertising material or any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Site.
- 30.2.Further, the Company shall not be responsible nor liable for any consequential damages arising on account of you relying on the contents of these advertisements.
31.NO UNSOLICITED CALLS
- 31.1.You agree that you will not make any unsolicited calls or use any information displayed on the Site, to breach any applicable rules and guidelines related to unsolicited commercial communications, including but not limited to regulations & guidelines such as TRAI guidelines for telemarketers, or otherwise violate applicable law while using the Practitioner Services.
32.RIGHTS OF MODIFICATION
- 32.1.You agree that this Agreement and the Practitioner Services of the Company are subject to any modification, or may be removed by the Company, as a result of change in government regulations, policies and local laws as applicable.
- 33.1.User's Health Vault will display and contain the same information that was created by the User or provided by you. The Company is not in a position to validate the information and will not be responsible for any errors in or incompleteness of such information.
- 33.2.You are granting an irrevocable right to the relevant ¬Users to view and use, all the information that you upload for a User using our System and Site.
- 33.3.For your patients and customers that are not referred to you by the Company, it is your responsibility to ensure that such patients' and customers' mobile numbers and email IDs are correctly provided and mentioned by you while using the Practitioner Services. In case of any errors or changes in details, you are required to inform the Company of the same as soon as you become aware of such errors or changes.
34.INFORMATION UPLOADED BY THE PRACTITIONER ON THE SITE
- 34.1.While the Company takes utmost care with respect to the security of the information you decide to upload, you understand that any information that you disclose on the Site, is at your own risk. By uploading / sharing / disclosing any User Information such as medical conditions, medical history, medical records, and such other health records and any other information on the Site, you hereby give your consent to the Company to store such health / medical information on the Company's servers.
35.LIMITATION OF LIABILITY
- 35.1.Under no circumstances, including on account of any act, omission, commission or negligence, shall the Company including or anyone else involved in creating, producing or distributing the Services be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use the Site, Services, Practitioner Services or that results from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation, or transmission or any failure of performance, whether or not limited to acts of God, communication failure, theft, destruction or unauthorized access to the Company records, programs or the Site, Services, or Practitioners Services.
- 35.2.Notwithstanding the above, your exclusive remedies for all damages, losses and causes of actions whether in contract, including negligence or otherwise, shall not exceed the aggregate amount, which the Company has received as a commission or the Subscription Fee received from the Practitioner. Such limitations shall apply to the Company's total liability, including without limitation any liability for damages caused or allegedly caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation of transmission, communications failure, theft of destruction of or unauthorized access to, alteration of, or use of records, whether for breach of contract, tortuous behaviour, negligence, or under any other cause of action.
- 35.3.In no event shall the Company be liable for any direct damages in excess of the commission and/or Subscription Fee received by the Company from the Practitioner. In addition, to the maximum extent permitted by law, in no event shall the Company be liable for any special, punitive, indirect, incidental or consequential damages, including but not limited to personal injury, wrongful death, loss of use, loss of profits, interruption of service or loss of data, whether in any action in warranty, contract, tort (including, but not limited to negligence or fundamental breach), or otherwise arising out of or in any way connected with the use of, or the inability to use, this Site or any Service offered through this Site or any material or information contained in, accessed through, or products purchased from the Site, even if an authorized representative of the Company is advised of the likelihood or possibility of the same
- 35.4.The Company shall not be liable for any breach of service or service deficiency.
- 35.5.The Company shall not be liable for any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, in any way relating to or arising out of the use of the Site or Practitioner Services.
- 35.6.The Company shall not be liable, under any event, for any comments or feedback given by any of the Users in relation to the User Services provided by you. The option of Users to give feedback remains at the Company's sole discretion and may be modified or withdrawn at its sole discretion.
- 35.7.The Company shall not be liable for any damages or loss of revenue caused due to errors or omissions in bank account details provided by the Practitioner.
- 35.8.The Company or its Offices, Officers, Directors, Partners, Owners, Administrator, independent Contractors, Employees, Agents or affiliates shall be not be liable for any damage or injury, arising out of the use of the Site or any of the Service provided through Site, under any circumstance, including, but not limited to negligence.
- 35.9.We have no liability for the consequences to you or your patients, whom you have provided the Services through the Site, of your use of the System or the Service.
- 35.10. The Company shall not be responsible or liable in any manner to the Practitioners, for any losses, damage, injuries or expenses incurred by the Practitioners as a result of any use or disclosures made by Practitioners, of any User Information.
- 35.11. Company is not obliged to keep or preserve data of the Practitioner, and there may be hardware, System or network failure of the Site, including data storage facility of the Company, which may result in partial or total loss of data, and in case of such loss of data, the Company shall not be obliged or held responsible to retrieve or restore or provide a copy of the data to the Practitioner, with or without cost; and further the Company shall not be held responsible for any payment or compensation or damages to the Practitioner, for any such data loss or failure of the Company to retrieve or restore or provide a copy of the data to the Practitioner and it shall be the sole and exclusive responsibility of the Practitioner to keep a copy of the data, with respect to anything related to the Practitioner Account.
- 35.12.Without, in any way limiting any other provision contained herein, you hereby agree that in no event shall Company or its Officers, Directors, Partners, Owners, Administrator, independent Contractors, Employees, Agents or affiliates be liable, and you exculpate and release such persons from damage, liability, or expense, including any loss of business, that you may suffer (or any other person claiming by or through you) by reason of, arising out of, or related to the use of this Site or the Services, including the suspension of the accounts, by any reason whatsoever, regardless of whether such loss, damage, liability or expense results directly or indirectly from Company's negligence.
- 35.13.The Company assumes no responsibility, and shall not be liable for ways in which User Information is used by you. It is your responsibility to be in compliance of all applicable laws.
- 35.14.In no event the Company shall be liable for any loss, damage or injury caused to you due to any action of the User or patient.
36.VIOLATIONS OF SYSTEM OR NETWORK SECURITY
- 36.1.Subject to the terms of this Agreement, and any other agreement that the Company may have with the Practitioner, the Practitioner shall act in an honest, bonafide, professional and ethical manner at all times when the Practitioner accesses the Site or Uses any of the Practitioner Services, and undertakes to provide all co-operation reasonably required by Company in relation to the Site and Services.
- 36.2.Any violation or breach of System or network security is prohibited and actionable, and any such act may result in the Practitioner facing criminal and civil liabilities and being denied access to the Site. Violations and breach of Site, System or network security may include, but are not limited to, the following:
- 36.2.1.introduction of any virus, logic bomb, harmful code and/or Trojan horse to the Site or Service.
- 36.2.2.flaming, hacking or otherwise obtaining unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of a system or network.
- 36.2.3.unauthorized monitoring of data or traffic on any network or system without express authorization of the Company of the system or network.
- 36.2.4.interfering with any User, Practitioner, Lab, host or network, including mail bombing, flooding, deliberate attempts to overload a system and broadcast attacks.
- 36.2.5.interference with any other users use and enjoyment of the Site or Service, or any other individuals' use and enjoyment of similar services in any manner.
- 36.2.6.placing on the Site or Service, any misleading, defamatory, obscene, offensive or indecent material or material which breaches any intellectual property rights of others.
- 36.2.7.reverse engineering, disassembling, decompiling, or translating any software or other components of the Site, System or Services;
- 36.2.8.any copyright violation of the Site or System;
- 36.2.9.transmitting any information (including job posts, messages and hyperlinks) on or through the Site that is disruptive or competitive to the provision of Practitioner Services by the Company;
- 36.2.10.making any unsolicited communications to Users;
- 36.2.11.framing or hot linking or deep linking any the Company Content.
- 36.3.User agrees not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or System, or any transaction being conducted on the Site or System, or with any other person's use of the Site or System.
- 36.4.The Company reserves, and shall have all the rights to take necessary actions, at its sole discretion, including claiming damages that may occur due to your above acts or involvement/participation in any way on its own or through group/s of people, intentionally or unintentionally in DoS/DDoS (Distributed Denial of Services).
- 37.1.Neither Party shall be liable or deemed in default for failure to fulfill any obligation under this Agreement due to causes beyond its reasonable control. Such causes or conditions shall include, but shall not be limited to, acts of God or of the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, shortages of labor or materials, freight embargoes, unusually severe weather, electrical power failures, telecommunication or internet backbone outages, failure of an internet access provider or other similar causes beyond the Parties' control, and neither Party shall be liable for losses, expenses or damages, ordinary, special, remote or consequential, resulting directly or indirectly from such causes.
- 38.1You undertake to indemnify, defend and hold harmless the Company and its officers, directors, partners, owners, administrator, independent contractors, subsidiaries, licensors, suppliers, employees, agents and affiliates for and from any loss, claim, actions, demands, liabilities and settlements, including lawyer's fees, fees of third parties, etc., ("Claims"), by reason of, in any way relating to, or arising out of your violation or breach of these terms and conditions, or your conduct, or any other person operating for and on your behalf. You further undertake to indemnify & hold harmless, the Company against any judgment, proceedings, liability or cost resulting from or arising out of Use of the Site, or information/data provided on the Site, or Services provided by the Company, or services provided by you to User through the Site.
- 38.2Without prejudice to the generality of the above, the Practitioner will indemnify, defend and save harmless the Company, from any loss, damage, costs, charges, expenses and injury that Company may suffer due to the Practitioner's acts, including the following acts:
- any wrong medication or treatment quality being given by the Practitioner(s), or any medical negligence on part of the Practitioner(s);
- any misconduct or inappropriate behaviour by the Practitioner or the Practitioner's staff or by its doctor or by any auxiliary staff;
- cancellation or rescheduling of booked appointment or any variance in the fees charged; and
- any direct or indirect, medical eventualities that might occur subsequent of the Practitioner providing any services to the User/ patients through the Site.
- 38.3You hereby undertakes to indemnify the Company for any losses, damage, costs, charges and expenses incurred as a result of your misrepresentations or fraudulent feedback that has adversely affected the Company or its Users, or has caused any direct or indirect loss to the Company.
- 38.4You agree to indemnify, defend, and hold harmless the Company and other Users and Practitioners, our and their affiliates, officers, partners, directors, and agents, from and against any claim, cost or liability, including reasonable attorneys' fees, arising out of:
- the Use of the System by you;
- any breach by you of any representations, warranties contained in this Agreement;
- the actions of any person gaining access to the System under a Practitioner Account assigned to you;
- the actions of anyone using a Practitioner Account, password or other unique identifier assigned to you that adversely affects the System or any information accessed through the System; and
- your negligent or willful misconduct.
39.TERM, TERMINATION AND DISPUTES
- 39.1This Agreement will remain in full force and effect while the Practitioner, is a user of any of the Practitioner Services in any form or capacity. You can request for termination of your membership with the Company at any time by providing 30 (thirty) days' prior written notice through the Contact Us form on the Site. During this 30¬ day period, the Company will investigate and ascertain the fulfilment of any ongoing Practitioner Services or pending dues related to Subscription Fees or any other fees, charges, commission by the Practitioner. The Company may require the Practitioner to continue his/her subscription until the completion or termination of an on¬going Practitioner Service or subscription period, should the situation warrant and at the Company's discretion. The Practitioner shall be obligated to clear any dues with the Company for any of its Practitioner Services which the Practitioner has procured. The Company shall not be liable to you or any third party for any termination of your access to the Site and/or the Practitioner Services.
- 39.2Without prejudice to the generality of the above terms, the Company reserves the right to terminate your account in cases:
- The Company is unable to verify or authenticate any information provided to the Company by you;
- The Company believes in its sole discretion that Practitioner's actions may cause legal liability for such Practitioner, other Users or for the Company or are contrary to the interests of the Service, without assigning any reason to you.
- 39.3Once temporarily suspended, indefinitely suspended or terminated, the Practitioner may not continue to use the Practitioner Services under the same account, a different account or re¬register under a new account, unless explicitly permitted by the Company. On termination of an account due to the reasons mentioned herein or otherwise, such Practitioner shall no longer have access to data, messages, files and other content kept on the Practitioner Services. The Practitioner shall ensure that he/she/it maintains has continuous backup of any User¬ provided content, data, medical records, medical history, or information on the Service, in order to comply with his/her record keeping process and practices, as required under the applicable laws. Nothing contained in these Terms of Practitioner's Use shall restrict the Company's use of the data or right to publish information made available by a Practitioner in the public domain through the Practitioner Services or any other platform managed by the Company after the termination or expiry of a subscription or cessation of operation of these Terms in relation to a specific Practitioner.
- 39.4The Company reserves the right, at its sole discretion, to pursue all of its legal remedies, including but not limited to deletion of the Practitioner's content from the Practitioner Services and immediate termination of the Practitioner's account with or without ability to access the System, upon any breach by the Practitioner of this Agreement or if the Company is unable to verify or authenticate any information the Practitioner submits to the Company, or if the Practitioner fails to provide (or after providing such consent, later revokes) the consents necessary or desirable for the Company to provide the Practitioner Services or for any other reason, if the Company finds it desirable to do so at its own discretion.
- 39.5Even after termination, certain obligations mentioned under Covenants, Liability, Indemnity, Intellectual Property, Dispute Resolution will continue and survive termination.
40.APPLICABLE LAW AND DISPUTE SETTLEMENT
- 40.1You agree that terms of this Agreement and any contractual relationship arising out of the Agreement or use of the Site or Services or Practitioner Services or User Services, shall be governed by and construed solely and exclusively in accordance with the Indian laws.
- 40.2You hereby agree that any action at law or in equity, arising out of or relating to these Terms and Conditions, including but not limited to arbitration or any issue arising out of the arbitration proceedings, appointment of arbitrator, grant of injunction, which is arising from this Agreement, shall be filed only in the Courts at Mumbai.
- 40.3The Practitioner hereby consents and submits to the exclusive jurisdiction of Courts of competent jurisdiction at Mumbai, India, which shall be to the exclusion of all other courts in India or any other country.
- 40.4Any dispute, claim or controversy arising out of or relating to this Agreement, including the determination of the scope or applicability of this Agreement to arbitrate, or your use of the Site or the Practitioner Services or information to which it gives access, shall be determined by Arbitration, before a sole arbitrator appointed by the Company.
- 40.5Arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996.
- 40.6The seat and venue of such arbitration shall be at Mumbai.
- 40.7All proceedings of such arbitration, including, without limitation, any awards, shall be in the English language.
- 40.8The award shall be final and binding on the parties to the dispute.
- 41.1You hereby agree that the Company may assign this Agreement along with the Company, Site and Services at any time at its sole discretion, without the requirement of any consent from you and you also waive the right of any such requirement of consent, to any parent, subsidiary or affiliated company, or as part of the sale to, merger with, or other transfer or license of any kind, of the Company to another entity(s); and any such assignee or transferee or licensee shall automatically step in to the shoes of the Company for the purpose of this Agreement.
- 41.2You shall not be entitled to assign, transfer or sublicense these Terms of Practitioner's Use to anyone else and any attempt to do so in violation of this Agreement, and the same shall be null and void.
42.THEFT OF PRACTITIONER SERVICES
- 42.1You agree to notify the Company immediately, in writing through the Contact Us form on the Site, if your content is stolen or if you become aware at any time that your account with any Practitioner Service is being misused or being used fraudulently. When you call or write, you must provide your account details and a detailed description of the circumstances of the theft or fraudulent use of the Practitioner Services. Failure to do so promptly or within a reasonably prompt time period after discovery of the improper use may result in the termination of your Practitioner Services and additional charges to you. You will be liable for any or all use of the Practitioner Services if your account is misused and also for any and all stolen Practitioner Services or fraudulent use of the Service, and will also be liable for any loss, damage or injury caused to any person due to such misuse of the account. Notwithstanding anything herein to the contrary, the Company shall not be liable to extend the Practitioner period or waive ¬off any fees on account of such theft or fraudulent use. This includes, but is not limited to, modem hijacking, wireless hijacking, or other fraud arising out of a failure of your internal or corporate security procedures. The Company will not issue refunds for fraudulent use resulting from your negligent or wilful acts or those of an authorized user of your Practitioner Services.
43.MISUSE OF PRACTITIONER SERVICES
- 43.1The Company may restrict, suspend or terminate the account of any Practitioner who abuses or misuses the Practitioner Services. Misuse includes creating multiple or false profiles, infringing any intellectual property rights, violating any of the terms and conditions of these Terms of Practitioner's Use, or any other behavior that the Company, in its sole discretion, deems contrary to its purpose. In addition, and without limiting the foregoing, the Company has adopted a policy of terminating accounts of users who, in the Company's sole discretion, are deemed to be repeat infringers of any Terms of Practitioner Use even after being warned by the Company.
- 44.1If any or part of this Agreement is declared invalid, unlawful or unenforceable, then such part will be severed. The remaining parts of this Agreement will continue to be valid and enforceable to the fullest extent permitted by applicable laws and regulations.
- 45.1Any waiver by the Company of any breach of any term or condition of the Agreement by the Practitioner or Lab, shall not preclude the Company from enforcing any subsequent breach of that or any other term or condition and shall not be considered as a waiver of the subsequent breach also.
If you have comments, concerns or any questions about this Agreement, please contact us through the Contact Us form on the Site.
PRACTITIONER UNDERSTANDS AND ACKNOWLEDGES THAT BY CHECKING THE "AGREE/ I AGREE" TAB/BUTTON ON THE SITE, FOR THIS AGREEMENT AND/OR ANY OTHER FORM(S) OR AGREEMENT PRESENTED TO THE PRACTITIONER ON THE SITE, OR BY USING ANY SERVICES, THE PRACTITIONER IS AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND THAT SUCH ACTION / CONFIRMATION CONSTITUTES A LEGAL SIGNATURE RESULTING IN A BINDING CONTRACT BETWEEN THE PRACTITIONER AND THE COMPANY.