End User License and Usage Agreement between NET4HEMO and MEDICAL PROVIDER

 

A.      "MEDICAL PROVIDER" has signed up electronically / online via Internet with the NET4HEMO platform for availing software services of the NET4HEMO  platform.

B.      "NET4HEMO" software platform of Periwinkle Technologies Pvt. Ltd. provides software services enabling various tasks useful for medical profession and organizations, including follow-up and helping patients achieve better outcomes through responsive and regular care and periodic updates to scope and content of the services.

C.      NET4HEMO has agreed to provide its services to the MEDICAL PROVIDER as per terms of this Agreement for valuable consideration.

D.     Any reference to written communication shall include email, internet or similar mediums.

Now, this Agreement hereby states:

1.      NET4HEMO’S OBLIGATIONS:

a.      NET4HEMO will provide an online software platform that will generally enable the MEDICAL PROVIDER to perform the below:

                                                              i.      Patient self-registration:  Background details needed for treatment as per  MEDICAL PROVIDER’s specialty are collected from patient as part of the patient self-registration on NET4HEMO.

                                                            ii.      Case logging: Background details needed for treatment as per MEDICAL PROVIDER specialty are collected from the patients.

                                                          iii.      Prescriptions: Prescribe from a standard and comprehensive medicine list. Share prescriptions with pharmacist for automatic fulfilment.

                                                           iv.      Investigative reports: Share patient investigation requests with labs. Access reports as soon as they are published.

                                                             v.      Patient Engagement: Answer patient queries when possible via Instant Messaging. Configure to have one-way or two-way messaging. Optionally, have announcement boards for all patients.

                                                           vi.      Bills and Appointments: Generate quick bills and one-touch appointments.

                                                         vii.      Other relevant features for MEDICAL PROVIDER’s use that may be added, changed or deleted from time to time.

b.      NET4HEMO’s software platform will be accessible to MEDICAL PROVIDER and their patients via the Web, Android, and iOS apps and will be hosted in the cloud.

c.       Additional services may be provided for an extra charge, e.g., SMS package (a basic fix  amount of messages per month included by default), video consultation etc , which can be added later on during the term of this Agreement.

d.      NET4HEMO is only a communication channel service provider for communication by MEDICAL PROVIDER with their clients, staff and others. NET4HEMO shall not be liable or responsible for any content, whether medical advice or otherwise, provided by the MEDICAL PROVIDER or anybody else over NET4HEMO platform.

 

2.      MEDICAL PROVIDER’S OBLIGATIONS:

a.      MEDICAL PROVIDER shall exclusively provide medical advice and treatment to their patients. All responsibility and liability for medical advice and treatment, directly or indirectly, at all times be that of MEDICAL PROVIDER. MEDICAL PROVIDER shall use NET4HEMO as a communication method to communicate with their patients.

b.      MEDICAL PROVIDER shall at all times be liable for any medical aspects of using NET4HEMO platform.

c.       MEDICAL PROVIDER shall undertake normal use of the NET4HEMO platform and not perform any unauthorized change, modification or damage to the NET4HEMO software or the platform.

d.      MEDICAL PROVIDER undertakes that his patients using NET4HEMO will follow the terms of this Agreement as per instructions given by MEDICAL PROVIDER.

3.      LIABILITY:

a.      MEDICAL PROVIDER shall be solely responsible for all medical advice and treatment provided to their patients. MEDICAL PROVIDER shall inform their patients clearly that all responsibility and liability for their treatment shall always be with the MEDICAL PROVIDER and that NET4HEMO is only a communication platform providing a channel of communication generally similar to a telephone or email service provider.

b.      MEDICAL PROVIDER will instruct its patients that NET4HEMO services is only a communication channel and to NOT rely solely on NET4HEMO for treatment decisions, emergencies or any other medical decision and always contact the MEDICAL PROVIDER directly whenever needed or in doubt for proper medical attention.

c.       NET4HEMO will provide its service on an "AS-IS" basis and on a "Best Effort" service quality without any warranty of Merchantability nor any warranty of fitness for any particular purpose. MEDICAL PROVIDER will instruct their patients of this term before they signup their patients to use the NET4HEMO platform.

d.      In no case NET4HEMO will be liable to MEDICAL PROVIDER, its patients or their relatives or any third party related to MEDICAL PROVIDER’s use of services of NET4HEMO beyond the amount of fee paid by MEDICAL PROVIDER to NET4HEMO in one calendar year before the date of any such claim.

e.      NET4HEMO shall not be liable to the MEDICAL PROVIDER or any third party for any medical treatment, medical procedure or prescriptions or any medical liability in any manner, direct or indirect, that its platform may be used for by the MEDICAL PROVIDER.

f.        NET4HEMO shall not be liable if doctors or patients don’t see their messages or notifications and/or don’t respond to each other.

g.      NET4HEMO app or certain features of app may or may not work on some phones or settings of phones (eg. If time settings/zone is set differently on the phone the reminders may not work properly, or the app may not work on some non-standard phones), these are ordinary technical limitations which cannot be remedied in each case and NET4HEMO shall not be responsible for the same.

4.      TERM:

a.      This Agreement’s term will start from the date of payment as part of the electronic/online Internet signup process by the MEDICAL PROVIDER on NET4HEMO platform and will end one calendar year after such start date.

b.      NET4HEMO and MEDICAL PROVIDER may decide to extend the Agreement by any time period either before or within 30 (Thirty) days of one year termination as per Clause 4(a) above, by mutual written agreement.  

5.      TERMINATION:

a.      This Agreement can be terminated by either party with a 30 (Thirty) day prior notice to the other side. In case of a termination before expiry of a contract (unless renewed as per Clause 4 above), NET4HEMO may refund on a pro-rata basis for any remaining period for which MEDICAL PROVIDER has prepaid to NET4HEMO at the sole discretion of NET4HEMO which shall not be challenged by MEDICAL PROVIDER in any manner whatsoever.

b.      Though not required to, NET4HEMO may as a courtesy to the MEDICAL PROVIDER keep account active for one month and the data for two months after expiry or termination of the account. However, beyond the courtesy period, MEDICAL PROVIDER agrees specifically that NET4HEMO may delete all data related to MEDICAL PROVIDER without any notice or intimation to MEDICAL PROVIDER.

c.       This Agreement shall automatically stand terminated upon bankruptcy, death or closure of either of the parties to this Agreement: NET4HEMO or MEDICAL PROVIDER.

6.      INDEMNITY:

a.      MEDICAL PROVIDER shall indemnify NET4HEMO from any claims by one or more of its patients, their relatives or any third party.

7.      SYSTEM UPTIME, OUTAGES and TECHNICAL PROBLEMS:

a.      NET4HEMO is providing services to MEDICAL PROVIDER on an "AS-IS" basis as described above and without any specific system uptime, outages or other technical problems as it provides its services on an "BEST EFFORT" basis.

b.      In case of a major system outage or technical problem, NET4HEMO shall inform the MEDICAL USER within a reasonable time and on a "BEST EFFORT" basis and try to resolve the problem. In case of an extended repair period required, NET4HEMO shall periodically update MEDICAL PROVIDER about status of the system as and when necessary.

8.      PRIVACY:

a.      NET4HEMO states that patient or doctors data won’t be intentionally and deliberately shared with or sold to any third party without prior written permission of the paying MEDICAL PROVIDER and/or the patient. However, If paying MEDICAL PROVIDER expressly consents and gives a world-wide royalty free license so that NET4HEMO can anonymize (i.e., any data where individuals name and contact details are redacted or changed) and share it with anybody without any permission from MEDICAL PROVIDER or USERs of MEDICAL PROVIDER’s services through NET4HEMO.

b.      Because of technical problems sometimes it may happen that some user can see any other user’s data, however NET4HEMO will make best efforts to avoid this situation.

c.       NET4HEMO reserves right to share, assign, sell or license statistical, anonymized data.

d.      NET4HEMO’s liability for any hacking, misuse, theft of information or any other frauds or wrongful release/use of NET4HEMO or its patients data, shall not exceed the fee paid by MEDICAL PROVIDER in one calendar year before the date of such claim.

e.      NET4HEMO’s "Privacy Policy" (Available here) is incorporated here by reference and is accepted by MEDICAL PROVIDER. MEDICAL PROVIDER agrees that NET4HEMO in its sole discretion can modify, update or cancel the Privacy Policy without any advance notice to anyone.

9.      CLIENTS:

a. CLIENTS of MEDICAL PROVIDER and MEDICAL PROVIDER will be bound by Terms of Service for their limited use of NET4HEMO’s Services for communication channel purpose only.

CLIENTS shall enter into a separate contract for services of MEDICAL PROVIDER for their medical needs or otherwise. NET4HEMO shall not be associated with this contract and shall have no liabitlity direct or indirect for any contract between MEDICAL PROVIDER and CLIENTS.  

10.  CONFIDENTIALITY:

a.      The term CONFIDENTIAL INFORMATION shall include but not be limited to any written, printed or stored data, information, photos, plans, drawings or information in any format , tangible or intangible, that is related in anyway with the business of the  or whenever and however disclosed. CONFIDENTIAL MEDICAL PROVIDER INFORMATION shall include oral conversations that are: (1) Reduced to writing within a period of 30 (Thirty) days from the date of disclosure and informed as being confidential to the NET4HEMO, and/or (2) is reasonably understood to be confidential by the NET4HEMO or USER

b.      The NET4HEMO and MEDICAL PROVIDER undertake to maintain confidentiality of all CONFIDENTIAL INFORMATION that is: (1) marked as confidential by NET4HEMO or (2) is reasonable for the CLIENT to understand it to be confidential.

c.       CONFIDENTIAL information shall not include any information that the NET4HEMO can establish by credible evidence that: (1) is in public domain before the date of disclosure, (2) becomes available to the public from source other than the NET4HEMO and without fault or failure of the USER, or (3) required to be disclosed by a competent judicial or administrative authority under a statutory power.

 

11.  NO WARRANTY OF MERCHANTABILITY OR FITNESS:

a.      NET4HEMO offers no warranty of merchantability or fitness of its services for any purpose.

b.      NET4HEMO service is offered on an "AS IS" basis and "Best Effort" in providing the service and no performance guarantees whatsoever.

12.  INTEGRATION:

a.      This Agreement represents the complete agreement between the parties and supersedes any earlier arrangement or understanding which are not made part of this agreement.

13.  AMENDMENT:

a.      Any amendment to this agreement shall be made in writing, be executed by both parties by mutual agreement of the parties.

14.  DISPUTE RESOLUTION:

a.      Any disputes arising or related to this agreement shall be submitted to arbitration under the Arbitration and Conciliation Act, 1996. The arbitration shall be conducted by 1 (ONE) arbitrator who shall be chosen by mutual agreement. The cost of arbitration will be shared equally by the parties to the arbitration. The venue of arbitration shall be within Pune municipal limits.

15.  APPLICABLE LAW:

a.      The applicable law shall be that of state of Maharashtra and India.