Terms and Conditions.

VYTAL | Terms of Service

Last Updated Date: 20 October 2016

Vytal Healthtech Pvt. Ltd (“VYTAL” or “VYTALAPP”or “we”) provides a mobile app based service to help organize, store and manage health information related to your healthcare or the healthcare of your children, parents, and loved ones through system (the “VYTAL Services”) including our website, accessible at vytalapp.com, or via applications for the iOS or Android operating systems (collectively, the “Site”). Please read carefully the following Terms of Service (“Terms”) and our Privacy Policy, which is incorporated by reference into these Terms. These Terms govern your access to and use of the VYTAL Services and the “Content” (means text, graphics, images, software, audio, video, information or other materials) via the Site, and constitute a binding legal agreement between you and VYTAL.

You acknowledge and agree that, by accessing or using the VYTAL Services, or by downloading, uploading or posting any content from or on the Site or through the VYTAL Services, you are indicating that you have read, and that you understand and agree to be bound by, these Terms, whether or not you have registered via the Site. If you do not agree to these Terms, then you have no right to access or use the Site or VYTAL Services.

NO MEDICAL ADVICE

If you are having a medical emergency, contact your healthcare provider immediately.

We do not provide any medical or pharmaceutical advice. We are not health care providers. As a result, the VYTAL Services are not intended to provide medical or pharmaceutical information or replace the advice of a healthcare professional. The VYTAL Services are solely designed to support, not replace, the relationship that exists with any physician, pharmacist and other healthcare professionals. We take both the protection of your private health information and your ability to control and access such information very seriously, and will only use and disclose your information in accordance with our Privacy Policy.

PROFILES

When you register with us for access to the VYTAL Services and successfully complete the account registration process you will become a “Member”or the “REGISTERED USER”of the VYTAL Service. As a Member, you will have the opportunity to create one or more user profiles (“Profiles”) and to add information, data, and images to your Profile(s) (“Profile Content”). A Profile may relate to you or it may relate to your child, parent or other loved one. As a Member, you will have the opportunity to invite third-party caregivers to access the Profiles that you create. If you elect to invite a caregiver to access your Profile(s), that caregiver will receive an invitation to register with the VYTAL Services and will need to complete the account registration process to become a Member. In addition, any caregiver that you invite to access your Profile(s) will have full access to all Profile Content within your Profile(s) as well as the ability to add, delete, distribute, download and edit the same.As, a member youagree to provide accurate, current and complete information and update the information regularly to maintain its accuracy. VYTAL reserves the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You would be required to create a password when You create an account. VYTAL does not have access to our password and in the event you forget your password you would be required to create a new one. You would be responsible for safeguarding your password and agree not to disclose the password to any third party. You will immediately notify VYTAL if you become aware of any unauthorized use of your Account.

Because of the sensitive and private nature of your healthcare and the healthcare of those loved ones on whose behalf you may be creating a Profile, we recommend that you protect the private and sensitive information contained within your Profile(s) and consider carefully whether to permit any caregiver to access your Profiles. All Members are responsible for monitoring the Profile Content uploaded or added to their Profiles, whether uploaded by the Member, by a caregiver or by other third parties.

Please note that you, and not VYTAL, are responsible for maintaining and protecting all Profile Content. VYTAL will not be liable to you for any loss or corruption of your Profile Content, or for any costs or expenses associated with backing up or restoring any of your Profile Content.

ADDITIONAL TERMS

Certain areas of the Site (and your access to or use of certain aspects of the VYTAL Services) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions in order to obtain access to or use of that Site area or VYTAL Service. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site or a particular VYTAL Services, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site or particular VYTAL Services, as applicable.

MODIFICATION

VYTAL reserves the right, at its sole discretion, to modify, discontinue or terminate the VYTAL Services or to modify these Terms, at any time and without prior notice. If we modify these Terms, we will post the modified Terms and alert you to the modified Terms on the Site or otherwise provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms. Post Modification your continuing access or use of VYTAL Services shall indicate that you agree to be bound by the modified terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and VYTAL Services.

PRIVACY

See VYTAL’s Privacy Policy for information and notices concerning VYTAL’s collection and use of your personal information and the Profile Content you submit.

OWNERSHIP

The Site, VYTAL Services and the news and other content provided by VYTAL through the same, including the trademarks, trade dress and copyrightable text (collectively, the “VYTAL Content”), are protected by copyright, trademark, and other laws of India and foreign countries and are the proprietary designations of vytalapp.com and Vytal Healthtech Pvt. Ltd. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties. You acknowledge and agree that the Site, VYTAL Services and VYTAL Content, including all associated intellectual property rights, are the exclusive property of VYTAL and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, VYTAL Services or VYTAL Content.

As between any Member and VYTAL, all Profile Content is and remains the sole and exclusive property of you as the Member. VYTAL does not own any Profile Content and its use of the same is subject to these Terms and our Privacy Policy

LICENSE GRANTED BY MEMBER

By making available any Profile Content on or through the VYTAL Services, you hereby grant to VYTAL a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid up right and license to access, use, view, copy, adapt, reformat, and download, such Profile Content only on, through or by means of the VYTAL Services and for the limited purpose of making such Profile Content available to you and any Caregivers with whom you choose to share access to one or more of your Profiles via the VYTAL Services and as otherwise set forth in our Privacy Policy. In the event you do elect to make one or more Profile(s) and their corresponding Profile Content available to one or more Caregivers, you further grant VYTAL a right to sublicense the Profile Content to such Caregiver to allow access to and use of the same as permitted by the VYTAL Services. Although any Caregiver is subject to these Terms as a Member, we cannot control any use of Profile Content by any Caregiver and you are solely responsible for the same and any liability for such access.

You acknowledge and agree that you are solely responsible for all Profile Content that you make available through the VYTAL Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Profile Content that you make available through the VYTAL Services or you have all rights, licenses, consents and releases from your loved one that are necessary to grant to VYTAL the rights in such Profile Content, as contemplated under these Terms, including the provision to VYTAL of Personal Information (as defined in the VYTAL Privacy Policy) submitted to us as part of a Profile; and (ii) neither the Profile Content nor your posting, uploading, publication, submission or transmittal of the Profile Content or VYTAL’s use of the Profile Content (or any portion thereof) on, through or by means of the VYTAL Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

LICENSES GRANTED BY VYTAL TO VYTAL CONTENT AND MEMBER CONTENT

Subject to your compliance with the terms and conditions of these Terms, VYTAL grants you a limited, non-exclusive, non-transferable license to view, download and print any VYTAL Content solely for your personal and non-commercial purposes. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, download, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, VYTAL Services or VYTAL Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by VYTAL or its licensors, except for the licenses and rights expressly granted in these Terms. Any misuse of the Site, VYTAL Services or VYTAL Content available via the same may be pursued by VYTAL to the fullest extent permitted by law.

In addition, if you are invited as a Caregiver to receive access to one or more Profile(s) by another Member(s) subject to your compliance with the terms and conditions of these Terms, VYTAL grants you a limited, non-exclusive, non-transferable license to access and use the Profile Content to which you are granted access by another Member. You have no right to sublicense the license rights granted in this section. Unless otherwise agreed between you and the Member granting you access to such Profile Content, all Profile Content is deemed to be confidential and you may not publicly disclose, display, distribute, transmit, stream, broadcast or otherwise use or exploit any Profile Content for any purpose other than the lawful provision and assistance of the management of the personal health care of the individual to whom the Profile Content relates.

PHARMACY FACILITATION SERVICES

Our members can request their drug orders refill through Vytal. Vytal sends these orders on your behalf along with the mandatory prescription documents to a retail pharmacy located in and licensed under Maharashtra law. This feature is currently in beta testing.

OTHER SERVICES

From time to time, we may present you with offers or promotions we believe to be helpful or relevant, which may be from us at VYTAL or they may be from third parties. Certain of these offers may require you to share or enter additional information about you or your loved one. You are responsible for managing the information you choose to share. VYTAL is providing the platform through which these services can be coordinated and managed, and although we do our best to select the highest quality third party partners and providers, we are not responsible for the choices you make to share your private information, or the accuracy or quality of such third party services. In that instance the VYTAL Services are only a venue for you to access those third party services and VYTAL is not a party to, nor are we otherwise involved in any transactions entered into via or facilitated by the VYTAL Services. Furthermore, VYTAL is not liable or responsible for any dispute that arises between you and any third party.

In addition, VYTAL will do its best to enable you to use the VYTAL Service as a singular console through which these third party services may be managed, including facilitating the delivery and receipt of communications between you and your healthcare providers, from pharmacies to physician’s offices. We cannot guarantee that we can or will be able to maintain our relationship with any particular third party. We also are not responsible for any of the service levels, availability or quality of any such connections with third parties, and disclaim any responsibility for errors or miscommunication with the same. To the extent providing other services requires actions on your behalf, you consent to appointing VYTAL as your agent as reasonably needed to facilitate those services.

FEEDBACK

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the VYTAL Services (“Feedback”). You may submit Feedback by emailing us at support@vytalapp.com, or via the Contact Us section on the Site. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose without any compensation to you of any kind.

GENERAL PROHIBITIONS

You agree not to do any of the following:

  • Impersonate or misrepresent your affiliation with any person or entity;
  • Collect or store any personally identifiable information, including any Profile Content and/or Personal Information (as defined in the Privacy Policy) from the VYTAL Services from other Members of the VYTAL Services without their express permission;
  • Post, upload, publish, submit or transmit any Profile Content that:
    1. infringes, misappropriates or violates a third party’s privacy or any rights of publicity, or any patent, copyright, trademark, trade secret, moral rights or other intellectual property rights;
    2. violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
    3. is fraudulent, false, misleading or deceptive;
    4. is defamatory, obscene, pornographic, vulgar or offensive;
    5. promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
    6. is violent or threatening or promotes violence or actions that are threatening to any person or entity; or
    7. promotes illegal or harmful activities or substances;
  • Use, display, mirror or frame the Site, or any individual element within the VYTAL Services or VYTAL Content, or VYTAL’s name, any VYTAL trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without VYTAL’s express written consent;
  • Access, tamper with, or use restricted areas of the Site, VYTAL’s computer systems, or the technical delivery systems of VYTAL’s providers;
  • Attempt to probe, scan, or test the vulnerability of any VYTAL system or network or breach any security or authentication measures;
  • Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by VYTAL or any of VYTAL’s providers or any other third party (including another user) to protect the Site, VYTAL Services, VYTAL Content or Profile Content;
  • Attempt to access or search the Site, VYTAL Services or VYTAL Content or download VYTAL Content or Profile Content from the VYTAL Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by VYTAL or other generally available third party web browsers;
  • Use the VYTAL Services or Site to send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
  • Use any meta tags or other hidden text or metadata utilizing a VYTAL trademark, logo URL or product name without VYTAL’s express written consent;
  • Use the Site, VYTAL Services, VYTAL Content or Profile Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
  • Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site or VYTAL Services to send altered, deceptive or false source-identifying information;
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site or VYTAL Services;
  • Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site or VYTAL Services; or
  • Encourage or enable any other individual to do any of the foregoing.

VYTAL will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. VYTAL may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.

You acknowledge that VYTAL has no obligation to monitor your access to or use of the Site or VYTAL Services or to review or edit any Profile Content, but has the right to do so for the purpose of operating the Site and VYTAL Services, to ensure your compliance with these Terms, and to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

VYTAL reserves the right, at any time and without prior notice, to remove or disable access to any Profile Content that VYTAL, at its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Site or VYTAL Services.

TERMINATION AND ACCOUNT CANCELLATION

If you breach any of these Terms, VYTAL will have the right to suspend or disable your Account or terminate these Terms and disable access to your Profiles that those Profiles to which you have been permitted access by other Members, at its sole discretion and without prior notice to you. VYTAL reserves the right to revoke your access to and use of the Site and VYTAL Services at any time, with or without cause. You may cancel your Account at any time by sending an email to support@vytalapp.com.

REFUND AND CANCELLATION POLICY

Vytal Connect portal (web application for registered doctors), Vytal mobile app and vytalapp.com allows patients ("payer") to make online payment for services delivered by a doctor ("receiver") who is a registered Vytal Connect portal user and has enrolled for Vytal's online payment service. Any dispute between payer and receiver should be mutually resolved without involving Vytal Healthtech Pvt Ltd. If a payer demands full or partial refund of its payment from receiver, the refund should be directly sought from the receiver and should be settled between payer and receiver directly. Vytal Healthtech Pvt Ltd will be unable to process refunds after the payment has been made by payer to the receiver.

WARRANTIES

You warrant and represent to VYTAL that your use of the VYTAL Services, whether as a Profile-creator or as a Caregiver, is solely for lawful purposes to facilitate the care of the individual that is the subject of the Profile. Neither the VYTAL Services, nor the Site, nor any VYTAL Content, nor any Profile Content may be used in any instance for any unlawful purpose.

DISCLAIMERS

The Site, VYTAL Services and VYTAL Content are provided “AS IS”, without warranty of any kind, either express or implied. Without limiting the foregoing, VYTAL explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. VYTAL makes no warranty that the Site, VYTAL Services or VYTAL Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. VYTAL makes no warranty regarding the quality of any services or VYTAL Content available from or obtained through the VYTAL Services or the accuracy, timeliness, truthfulness, completeness or reliability of any VYTAL Content or Profile Content obtained through the VYTAL Services. Profile Content is submitted solely by Members and VYTAL has no responsibility or liability for the truthfulness or accuracy of the same.

No advice or information, whether oral or written, obtained from VYTAL or through the Site or VYTAL Services, will create any warranty not expressly made herein.

INDEMNITY

You agree to defend, indemnify, and hold harmless VYTAL, its officers, directors, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Site, VYTAL Services, any VYTAL Content or any Profile Content (whether or not it is a Profile you created or otherwise), (ii) any use of our Site or VYTAL Services for any unlawful or inappropriate conduct, or (iii) any act or omission by you that constitutes an actual or alleged violation of these Terms.

LIMITATION OF LIABILITY

You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site and VYTAL Service, including without limitation any Pharmacy Assistance, remains with you. Neither VYTAL nor any other person or entity involved in creating, producing, or delivering the Site or VYTAL Services (including without LIMITATION any Pharmacy Assistance) will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms or from the use of or inability to use the Site or VYTAL Services or the inability to use or access a Profile or any specific Profile Content, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not VYTAL has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.

In no event will VYTAL’s aggregate liability arising out of or in connection with these Terms or from the use of or inability to use the Site or VYTAL Services (including without limitation any Pharmacy Assistance) exceed the amounts you have paid to VYTAL for use of the same, if you have made any payments to VYTAL for use of the same or one hundred dollars ($100), whichever is greater. The limitations of damages set forth above are fundamental elements of the basis of the bargain between VYTAL and you. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

CONTROLLING LAW AND JURISDICTION

These Terms and any action related thereto will be governed interpreted by the laws of the India without regard to its conflict of laws provisions. Subject to Arbitration clause, the Courts in Mumbai shall have exclusive Jurisdiction.

ENTIRE AGREEMENT

These Terms constitute the entire and exclusive understanding and agreement between VYTAL and you regarding the Site and VYTAL Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between VYTAL and you regarding the Site and VYTAL Services. In the event that you have elected to access restricted portions of the Site or use additional VYTAL Services, which are subject to additional terms and conditions (including without limitation the Pharmacy Assistance), any additional terms and conditions applicable to that portion of the Site or additional VYTAL Service are expressly included within these Terms as well.

ASSIGNMENT

You may not assign or transfer these Terms, by operation of law or otherwise, without VYTAL’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. VYTAL may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

NOTICES

All notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by VYTAL: (i) via email (in each case to the address that you provide); or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. All notices or other communications to be made to VYTAL shall be sent in writing either through email or through registered mail at the following address.

Address:202A, Kukreja Residency, Patil Road, Chembur, Mumbai IN 400071
Email ID:gunjan@vytalapp.com

DISPUTE RESOLUTION

Any dispute, controversy or claim arising out of or in connection with, or relating to, this Agreement, or the breach, termination or validity thereof, shall be finally settled by arbitration. The arbitration shall be conducted in accordance with the Indian Arbitration and Conciliation Act 1996. The seat of the arbitration shall be Mumbai, India, and the arbitration shall be conducted in English.The arbitration shall be conducted by sole arbitrator mutually appointed by the Parties and the arbitral award shall be in writing, state the reasons for the award, and be final and binding on the Parties. The cost of arbitration, and specifically the fees and expenses of the arbitrators, shall be shared equally by the Parties unless the award otherwise provides. Neither Party shall disclose the existence, content, or results of any arbitration hereunder without the prior written consent of each of the other Party.

VOID WHERE PROHIBITED

Although the Site is accessible worldwide, not all features, information, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside India. VYTAL reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited. If you choose to access the Site from outside the India, you do on your own initiative and you are solely responsible for complying with applicable local laws.

GENERAL

The failure of VYTAL to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of VYTAL. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

CONTACTING VYTAL

If you have any questions about these Terms, please contact VYTAL at:

support@vytalapp.com

Vytal Healthtech Pvt. Ltd
202A, Kukreja Residency, Patil Road
Chembur, Mumbai, Maharashtra
India 400071