Uncategorized

– Terms of Use

I. Introduction and Eligibility

Please read these Terms of Use (these “Terms of Use”) carefully before using the Doctify Services (as defined in Section II).

These Terms of Use include Doctify’s Privacy Policy, which is incorporated by reference into these Terms of Use. We have included several annotations in boxes to help explain the legal jargon and emphasize key sections. We have included several annotations in boxes to help explain the legal jargon and emphasize key sections contained within your contract. The annotations noted here are for convenience only and have no legal or contractual effect. The actual signed contract and the Terms of Use are the binding documents.

This agreement is a legally binding contract. It may change as our business changes, and you agree you will review it and any updates regularly.

Binding Agreement.
 These Terms of Use constitute a binding agreement between you and Precision Systems Ltd. and its affiliates and subsidiaries (“Doctify,” “we,” “us”). “You,” “you,” “Providers,” and “users” shall mean all health service providers and their agents who use the Doctify Services. You accept these Terms of Use by clicking the “I AGREE” checkbox when you download or install the Doctify Services, when you agree to them by using our website at www.Doctify.com, and each time you access the Doctify Services thereafter. If you do not accept these Terms of Use, you must not use the Doctify Services.

In addition to these Terms of Use, the terms of any agreement that you have entered into with us shall also govern our relationship.

Access to the Doctify Content (as defined in Section VII) is provided solely to facilitate access to Doctify Services. Subject to compliance with these Terms of Use and any agreement that You may have executed with Doctify (“Your Agreement”), Your access to the Doctify Services and the Doctify Content is on a limited, non-exclusive, non-transferable basis only during the term of Your Agreement.

Revisions to Terms of Use. 
We may revise these Terms of Use at any time by posting an updated version to this web page. You should visit this page periodically to review the most current Terms of Use because you are bound by them when you use the Doctify Services as well as our website. Your continued use of the Doctify Services after a change to these Terms of Use constitutes your binding acceptance of these Terms of Use.

The terms “post” and “posting” as used in these Terms of Use shall mean the act of submitting, uploading, publishing, displaying, or similar action on the Doctify Services.

“Health-related information” means all individually identifiable health information, including demographic information and information related to an individual’s physical or mental health, the provision of health care to the individual, or the individual’s payment for the provision of health care.

“Health service provider” means an entity that provides health-related services.

II. The Doctify Services

The “Doctify Services” are defined as any computer or mobile application or software under Doctify’s control, whether partial or otherwise, in connection with providing the services provided by Doctify, including any website or application owned or controlled by Doctify. The Doctify Services include but are not limited to, providing a platform to offer telemedicine services, and providing a platform to store health-related information to make it available to you and your employees.

Doctify does not give medical advice.

Medical Advice.
 Doctify does not give medical advice. The Doctify Services may provide helpful information to assist you in medical decision-making. The information and materials available through the Doctify Services are for informational and educational purposes only and are not intended to constitute professional advice, diagnosis or treatment, or to substitute for your professional judgment. You assume full risk and responsibility for the use of information you obtain from or through the Doctify Services. You will be solely responsible for the professional and technical services you provide. In addition, we do not recommend or endorse any provider of health care or health-related products, items, or services. Your relationship with the Doctify users (including your patients/clients) is directly between you and the patient. The patient will never have a physician-patient relationship with Doctify. Doctify does not practice medicine or any other licensed profession and offers no medical or other professional services.

We do not screen users.

Screening Users. 
Doctify does not screen its users or verify information (including, without limitation, residence information) communicated through the Doctify Services, though Doctify has the right to monitor such information. It is your responsibility to ensure that a patient of yours is located in a place where you may legally provide professional services. Doctify does not have responsibility for the conduct of such users, including the information posted by users. Contact us to notify of us of inappropriate or illegal conduct or content you encounter on the Doctify Services.

You agree to comply with any additional terms required by our third-party vendors and suppliers, as necessary, to use parts of the Doctify Services.

Third-Party Services.
 Your use of the Doctify Services may include certain third-party software and services or allow you to access additional software and services offered by third-parties. Your use of such software or services may require that you enter into separate subscription, licensing, and/or business associate agreements with such third-party vendors and suppliers. You agree: (i) to comply with and, upon request, execute such agreements as may be required for the use of such software or services; (ii) that Doctify may disclose individually identifiable health information to these third-parties on your behalf.

You may allow employees to use the Doctify Services on your behalf. You may allow patients to use the Doctify Services to access their non-internal DSE notes.

You are responsible for the use and misuse of the Doctify Services by the employees and patients you allow to access the Doctify Services using your account.

No Third-Party Access. 
Except as required by law and described below, you will not permit any third party to have access to the Doctify Services using your account. You may allow your employees to use the Doctify Services on your behalf in compliance with these Terms of Use. You may also allow patients to make payment for your services through the Doctify Services in compliance with these Terms of Use. You are solely responsible for the use of the Doctify Services by your employees and patients. We have no liability for the consequences to you or your employees or patients from your or their use of the Doctify Services.

Responsibility for Misuse by Other Users of Your Account. 
You acknowledge that by allowing employees and patients to access the Doctify Services with your account, you are responsible for ensuring such employees and patients use the Doctify Services for the purposes for which they are accessing it. While the Doctify Services has certain technical safeguards against misuse, you acknowledge it will rely to a substantial extent on your responsible use. You agree that we will not be responsible for any unlawful access to or use of the Doctify Services by any employee or patient to whom you gave access or log-in credentials. You agree that you are responsible for ensuring that health-related information is properly protected under applicable law.

You represent and warrant that you received any necessary consents from individuals before posting their information in the Doctify Services.

Individuals’ Consent for Data Collection and Use. 
You represent and warrant that you have obtained the proper consents, authorizations, and releases from individuals to the fullest extent required by applicable law before posting their health-related information to the Doctify Services or initiating any payment transactions.

Exporting Information from the Doctify Services.
 You are solely responsible for any health-related information exported from the Doctify Services by you or the employees and patients that you allow access from your account. You represent and warrant that you will export and subsequently use protected health information only as permitted by HIPAA and applicable federal and state law.

Transferring Information into the Doctify Services. 
You may be able to transfer information from your or third-party data sources into the Doctify Services. You represent and warrant that you have all necessary patient authorization for such data transfers and that such data transfers will comply with HIPAA and other applicable federal and state law.

Training and Compliance. 
You agree to train all employees on the use of the Doctify Services, HIPAA or health privacy obligations, and the requirements of these Terms of Use and ensure that they comply with such requirements.

Compulsory Information Disclosure.
 You will promptly notify us of any order or demand for compulsory disclosure of health-related information if the disclosure requires access to or use of the Doctify Services. You will cooperate fully with us in connection with any such demand.

Data Retention. 
You are responsible for complying with all state and federal laws related to retention of medical data and records, patient access and amendment to information, and patient authorization to release data.

III. Patient Billing

Doctify Services can be used to edit medical bills and account for payments received from patients in different means : Cash, Check Or Credit Card.

Doctify is not involved and doesn’t receive any kind of payments from patients for the services you provide to them.

IV. Protected Health Information Practices

When we maintain or process protected health information, we comply with HIPAA and a Business Associate we have formed with you.

You agree that our practices with respect to protected health information are governed by the Health Insurance Portability and Accountability Act of 1996, and any amendments and regulations promulgated therefrom (“HIPAA”). By agreeing to these Terms of Use, you also agree to Doctify’s Business Associate Addendum, available here and incorporated by reference into these Terms of Use, unless you or your organization have agreed to a different business associate agreement with Doctify that applies to your use of the Doctify Services.

You agree to use the Doctify Services only as permitted by HIPAA, the 21st Century Cures Act, and other applicable data privacy laws.

As part of our internal compliance control, to the extent Doctify uses third party business processing outsourcing vendors in connection with our provision of the Doctify Services, we reserve the right to conduct an audit of their operations in our discretion.

Patient-Collected Data.
For the avoidance of doubt, each of Doctify, You, as well as each patient/end-user of Yours (a “Patient”) and Precision Systems Ltd. (the entity) shall have rights to use the Patient-Collected Data. As used herein, the “Patient-Collected Data” shall mean the PHI that is collected in connection with Your use of the Doctify Services. In the event that Patient requests its Patient-Collected Data from Doctify whether during the then applicable Contract Term (as defined in Your Agreement) or after the expiration or termination of this Agreement, Doctify shall use its reasonable efforts to provide the Patient-Collected Data to a Patient. As used herein, “PHI” shall mean individually identifiable health information, as that term is defined in 45 C.F.R. § 160.103.

Physician-Created Data.
Further, nothing herein these Terms of Use shall prohibit Doctify from using the aggregated, non-personally identifiable data created, compiled, analyzed or otherwise collected by the Authorized User in its use of the Doctify Services or the Doctify Content (“Physician Data”). Additionally, Doctify shall have the right to either provide or not provide the Physician Data to any third parties.

Automatically Collected Data.
We may collect certain information automatically when you use the Doctify Services, such as your Internet protocol (IP) address, device and advertising identifiers, browser type, operating system, Internet service provider, pages that you visit before and after using the Doctify Services, the date and time of a Patient’s visit, information about the links you click and pages you view within the Doctify Services, and other standard server log information.  We may also collect certain location information when you use our Doctify Services, such as your computer’s IP address, your mobile device’s GPS signal, or information about nearby WiFi access points and cell towers.

We may use cookies, pixel tags, Local Shared Objects, and similar technologies to automatically collect this information.  Cookies are small bits of information that are stored by your computer’s web browser.  Pixel tags are very small images or small pieces of data embedded in images, also known as “web beacons” or “clear GIFs,” that can recognize cookies, the time and date a page is viewed, a description of the page where the pixel tag is placed, and similar information from your computer or device.  Local Shared Objects (sometimes referred to as “Flash Cookies”) are similar to standard cookies except that they can be larger and are downloaded to a computer or mobile device by the Adobe Flash media player.  By using the Doctify Services, you consent to our use of cookies and similar technologies.

We may also collect technical data to address and fix technical problems and improve our Doctify Services, including the memory state of your device when a system or app crash occurs while using the Doctify Services.  Your device or browser settings may permit you to control the collection of this technical data.  This data may include parts of a document you were using when a problem occurred, or the contents of your communications. By using the Doctify Services, you are consenting to the collection of this technical data.

V. Service Access, Account Creation and Secure Credentials

If you create an account on behalf of a health service provider, you agree you have the authority to do so and that you are binding the health service provider.

We may take steps to verify you are a health service provider.

You are responsible for your log-in credentials and for keeping your account information accurate.

You are responsible for any activity resulting from the use of your log-in credentials on the Doctify Services.

You agree that if you create an account and use the Doctify Services on behalf of a health service provider, you have the necessary legal authority and capacity to do so as an authorized agent of the health service provider. Such health service provider will be the primary account holder. You agree that you have the authority to bind the health service provider in legal agreements and contracts. Your agreement to these Terms of Use also binds such health service provider. As a healthcare provider using the Sites (as defined below) you must agree to comply with all laws, medical or other board rules (including, without limitation, all state licensing rules and regulations), or other rules and regulations applicable to you as a healthcare provider or other professional using the Sites.

Due Authority.
 You represents and warrant to Doctify on a continuing basis through the Contract Term of Your Agreement that:

  • You have the requisite corporate power and authority to execute and perform its obligations under Your Agreement;
  • the person executing Your Agreement on your behalf has the authority to bind You and that such person’s execution of Your Agreement is not in violation of your bylaws, certificate of incorporation or other comparable document;
  • the execution of Your Agreement does not constitute a material breach of any covenants or agreements by which You or any of your assets are bound; and
  • neither You nor any of your personnel to your knowledge
    • has been convicted of any crime arising from claims or other transactions, financial relationships, or financial dealings in connection with health care, or
    • has been excluded from any federal or state health care program.

Owner of Account and Health-Related Information. 
The primary account holder (i.e., health service provider) holds the legal rights to the Doctify Services account and the information posted to the Doctify Services by your business entity.

Accurate Account Information.
 You represent and warrant that the information you provide to Doctify upon registration and at all other times will be true, accurate, current, and complete. You also represent and warrant that you will ensure that this information is kept accurate and up-to-date at all times.

Verification.
You agree that we may take steps to verify your identity and credentials as a health service provider at any time. You agree that we may use and disclose information, including “Confidential Information,” about you for such purposes, including making inquiry of third parties concerning your identity and professional and practice credentials. You authorize such third parties to disclose to us such information as we may request 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. You agree that we may terminate your access to the Doctify Services at any time if we are unable at any time to determine or verify your qualifications or credentials.

Protecting Your Log-In Credentials.
 As a registered user, you will have log-in information, including a username and password. Your account is personal to the primary account holder, and you may not share your account and log-in information with, or allow access to your account by, any third party. As you will be responsible for all activity that occurs under your account and access credentials, you should take care to preserve the confidentiality of your username, password and passcode, and any device that you use to access the Doctify Services. Your access to the Site may be revoked by Doctify at any time with or without cause. You agree to defend, indemnify and hold Doctify harmless from and against all third party claims, damages and expenses (including reasonable attorney’s fees) against or incurred by Doctify arising out of your breach of these Terms of Use or violation of applicable law, your use or access of the Sites, or access by anyone accessing the Site using your username and password.

Notification in Case of Breach. 
You agree to notify us immediately of any breach in secrecy of your log-in information. If you have any reason to believe that your account information has been compromised or that your account has been accessed by a third party, you agree to immediately notify Doctify support. You will be solely responsible for the losses incurred by Doctify and others (including patients) due to any unauthorized use of your account that takes place prior to notifying Doctify that your account has been compromised.

Additional Use Terms. 
You shall access the Doctify Services and Doctify Content only:

  • through Your Authorized Users acting within the scope of their service for You;
  • on Doctify’s servers as authorized by Doctify;
  • for Your internal use; and
  • from and within Morocco.

The Doctify Services are not intended to be used outside of Morocco. Doctify makes no representations and warranties that the Doctify Services comply with applicable law in your jurisdiction and Doctify shall not be responsible for Your use of the Doctify Services outside of Morocco. In the event that You use the Doctify Services outside of Morocco, you acknowledge and understand that you are solely responsible for any and all legal consequences for violating applicable laws within your jurisdiction and that You shall have no right of recourse against Doctify.

As used herein, “Authorized Users” shall mean those users

(i) who are designated by You on the Doctify Services control screens and who are

(A) employees of Yours, or

(B) other individuals, corporations, or entities that are not, and are not affiliated with, third party payers or competitors of Doctify, and have a valid HIPAA business associate agreement or other agreement with You, and

(ii) who have been granted access to the Doctify Services and/or Doctify Content by You in Your exercise of reasonable discretion relating to the receipt of the Doctify Services and/or Doctify Content hereunder by You, and

(iii) from whom You have obtained reasonable assurances that they will comply with the access and use and confidentiality terms in these Terms of Use and Your Agreement.

You shall ensure that each Authorized User complies with these Terms of Use and Your Agreement as well as applicable law. You shall terminate any Authorized User’s access to the Doctify Services or the Doctify Content:

  • when such person no longer meets the definition of “Authorized User”;
  • if conduct by such Authorized User breaches any term of these Terms of Use and/or Your Agreement; or
  • upon such Authorized User’s indictment, arrest, or conviction of any crime related to claims or other transactions, financial relationships, or financial dealings in connection with health care, and You shall immediately inform Doctify of any such indictment, arrest, or conviction.

You are responsible for all acts and omissions of any Authorized User in connection with such Authorized User’s access and use of the Doctify Services. Doctify may restrict, suspend, or terminate an Authorized User’s access to the Doctify Services or the Doctify Content if Doctify determines in its sole discretion that such access has an adverse effect on Doctify.

Violations of system or network security may result in civil or criminal liability. Doctify will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Sites or any activity being conducted on the Sites.

Except as expressly permitted under these Terms of Use, You shall not and shall cause Your Authorized Users not to:

  • access or use the Doctify Services or the Doctify Content in connection with the provision of any services to third parties;
  • resell, rent, license, lease, provide service bureau or timeshare services, transfer, encumber, copy, distribute, publish, exhibit, transmit or otherwise make available to any third party any Doctify Content or the Doctify Services;
  • derive specifications from, reverse engineer, reverse compile, disassemble, translate, record, or create derivative works based on the Doctify Services or the Doctify Content;
  • use the Doctify Services or the Doctify Content in a manner that delays, impairs, or interferes with system functionality for others or that compromises the security or integrity of any data, equipment, software, or system input or output, including but not limited to introduction of any viruses or malware into the Doctify Services;
  • enter data in the Doctify Services that is threatening, harmful, lewd, offensive, defamatory, or that injures or infringes the rights of others;
  • apply systems to extract or modify information in the Doctify Services or the Sites using technology or methods such as those commonly referred to as “web scraping,” “data scraping,” or “screen scraping” or other automated means of any kind to access or copy data on the Sites, deep-link to any feature or content on the Sites, bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Sites;
  • use the Doctify Services or the Doctify Content or any part or aspect thereof for any unlawful purpose or to mislead or harass anyone; or
  • use the Doctify Services or the Doctify Content except as specifically permitted under this Agreement.

Use of or access to the Doctify Services or the Doctify Content not in accordance with these Terms of Use or Your Agreement is strictly prohibited. Any violation will cause Doctify irreparable and immediate harm, and Doctify is entitled to injunctive relief to prevent such violation.

Third-Party Browser Extensions. 
Extensions are small software programs, developed by third parties, that can modify and enhance the functionality of Your browser. Extensions may have privileges, including the ability to read, record and/or modify Your private data, including PHI. These extensions are installed by individual users into the browser on their computers and are utilized at users’ own risk. Further, such extensions are not affiliated with Doctify and Doctify does not have visibility into which extensions any user may use. Doctify assumes no risk of loss of data or breach of such data due to Your use of browser extensions. Doctify makes no representations whatsoever about any other website that you may access through its Sites. When you access a non-Doctify site, please understand that it is independent of Doctify, and that Doctify has no control over the content on that website. In addition, a link to a non-Doctify website does not mean that Doctify endorses or accepts any responsibility for the content, or the use, of the linked site. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third-party sites linked to the Sites, you do this entirely at your own risk.

Prior to using the Doctify Services, if You have one (or more) of these extensions enabled in Your browsers, Doctify recommends completely removing all of these extensions immediately as disabling the extensions may not be sufficient to protect Your PHI.  We recommend that You only access the Doctify Services from supported browsers that have all plugins and extensions removed.

Further, installing any third-party software on Your operating system may also subject You to the same risks as using browser extensions. Doctify assumes no risk of loss of data or breach of such data due to your use of browser extensions. Doctify has no liability to You due to damages caused by any third-party software, including, without limitations, browser extensions.

VI. Communications

Doctify may communicate with you by email or by posting notice on the Doctify Services. You may request that we provide notice of security breaches in writing.

You agree to receive texts, phone calls, and/or email from us at the phone numbers and email addresses you provided to us for informational and customer service-related purposes.

Electronic Notices. By using the Doctify Services or providing personal information to us, you agree that we may communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the Doctify Services. If we learn of a security system’s breach, we may attempt to notify you electronically by posting a notice on the Doctify Services or sending a text or email to you. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please contact us.

VII. Doctify’s Content Ownership and Use

Doctify owns all of the content we create, but you may use it while you use the Doctify Services. You cannot use our logo without our written permission.

The contents of the Doctify Services include: the Doctify websites, the Doctify Services, materials, Doctify Services descriptions, proprietary methods, templates, spreadsheets, databases and other electronic tools created or owned by Doctify, including all data and information included in or entered into the Doctify Services that Doctify compiles, sorts, integrates, normalizes, analyzes, maps, stores, processes, selectively aggregates and/or combines with multiple disparate data sources, for comparison, benchmarking or other similar and lawful purposes, as well as edits, improvements, additions, modifications, interfaces, and derivative works prepared from or relating to any of the foregoing, and any and all tangible and intangible works of authorship, copyrights, patents, trademarks, trade secrets and trade dress, and all intellectual property rights in any of the foregoing (collectively, “Doctify Content”). All Doctify Content and the compilation (meaning the collection, arrangement, and assembly) of all Doctify Content are the property of Doctify or its licensors and are protected under copyright, trademark, and other laws

License to You. 
We authorize you, subject to these Terms of Use, to access and use the Doctify Services and the Doctify Content solely for the use of the Doctify Services, at our discretion. Any other use is expressly prohibited. This license is revocable at any time without notice and with or without cause. Unauthorized use of the Doctify Content may violate copyright, trademark, and applicable communications regulations and statutes and is strictly prohibited. You must preserve all copyright, trademarks, service marks, and other proprietary notices contained in the original Doctify Content on any copy you make of the Doctify Content.

Doctify Marks. 
Doctify, the Doctify logo, and other Doctify logos and product and service names are or may be trademarks of Doctify (the “Doctify Marks”). Without our prior written permission, and except as solely enabled by any link as provided by us, you agree not to display or use in any manner the Doctify Marks.

VIII. Doctify Websites.

All pages within Doctify’s websites and applications (the “Doctify Sites”) including, but not limited to, any website or mobile application content or pages dedicated to our telemedicine product (collectively, the “Telemedicine Site” and, together with the Doctify Sites, the “Sites”) and any material made available by Doctify for download are the property of Doctify, or its licensors or suppliers, as applicable. The Sites are protected by the Moroccan and international copyright and trademark laws. The Contents of the Sites, including without limitation the files, documents, text, photographs, images, audio, and video, and any materials accessed through or made available for use or download through the Sites may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes authorized or approved in writing by Doctify. You may not frame or utilize framing techniques to enclose, or deep linking to, any name, trademarks, service marks, logo, Doctify Content or other proprietary information (including; images, text, page layout, or form) of Doctify without our express written consent.

The Telemedicine Site.
The Services available through the Telemedicine Site may include a virtual waiting room (“Virtual Waiting Room”). Just like the waiting room in a physical office, anyone can enter your Virtual Waiting Room. As such, content posted on your Virtual Waiting Room is available to and can be viewed by anyone who enters. The Telemedicine Site may provide you with the ability to post content on and links to other sites through the Virtual Waiting Room. The content which you post on your Virtual Waiting Room and the links to other sites you make available on your Virtual Waiting Room is yours and yours alone. Provided that the content posted is not in violation of these Terms of Use, Doctify will not claim any rights or interests in such content. By posting such content or links, you agree to be solely responsible for such content and links and agree to defend, indemnify and hold Doctify harmless as provided in Section XV, below.

Provider Agreements and Other Content.
If you submit, upload or post any agreements, contracts, consents, notices, advice, recommendations, comments, files, videos, images or other materials to us or our Sites (“Provider Content”) or provide any Provider Content to patients or other consumers, (including but not limited to content post on or through links available on your Virtual Waiting Room), you agree not to provide any Provider Content that (1) is defamatory, abusive, libelous, unlawful, obscene, threatening, harassing, fraudulent, pornographic, or harmful, or that could encourage criminal or unethical behavior, (2) violates or infringes the privacy, copyright, trademark, trade dress, trade secrets or intellectual property rights of any person or entity, or (3) contains or transmits a virus or any other harmful component. The Provider is solely responsible for obtaining all necessary agreements and consents from and providing all required notices to, patients and other consumers. You agree not to contact other users through unsolicited e-mail, telephone calls, mailings or any other method of communication. You represent and warrant to Doctify that you have the legal right and authorization to upload all Provider Content on the Sites and any Provider Content posted to a Virtual Waiting Room. Except with respect to the Provider Content posted to a Virtual Waiting Room, Provider hereby grants Doctify a royalty-free, irrevocable, transferable right and license to use the Provider Content however Doctify desires, including without limitation, to copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such Provider Content and/or incorporate such Provider Content into any form, medium or technology throughout the world. Doctify is and shall be under no obligation (1) to maintain any Provider Content in confidence; (2) to pay to you or anyone else any compensation for any Provider Content; or (3) to respond to any Provider Content. For purposes of clarity, provided that it does not violate Section VII above, Doctify does not claim any interest in or rights to Provider Content posted to a provider’s Virtual Waiting Room. Providers are solely responsible for Provider Content posted to Provider’s Virtual Waiting Room.

Doctify does not regularly review Provider Content but does reserve the right (but not the obligation) to monitor and edit or remove any Provider Content submitted to the Sites. You grant Doctify the right to use the name that you submit in connection with any Provider Content. You agree not to use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any Provider Content. You are and shall remain solely responsible for the content of any Provider Content you post to the Sites or provide to patients or other consumers – including content posted to your Virtual Waiting Room. Doctify and its affiliates take no responsibility and assume no liability for any Provider Content submitted by you or any third party.

You agree to defend, indemnify and hold Doctify harmless from and against all third party claims, damages, and expenses (including reasonable attorneys’ fees) against or incurred by Doctify arising out of any Provider Content you post or allow to be posted to the Sites or a Virtual Waiting Room.

Sites Access; Security and Restrictions.
You are prohibited from violating or attempting to violate the security of the Sites, including, without limitation, (a) accessing data not intended for your use or logging onto a server or an account which you are not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Site or any portion thereof without authorization, in violation of these Terms of Use or violation of applicable law.

If you are under 18 years of age, you may not access the Sites or use the Doctify Services.

Shared Security Responsibilities.
The Telemedicine Site is meant to help transmit sensitive data and we have done our best to protect that data in our hands. But you are also a part of the solution so: use a strong password; do not share your login credentials; update your software regularly; install and use anti-virus and firewall software (but whitelist Doctify!); and do not use Doctify in a public place.

Individual Accounts and Abuse.
In some instances, we may offer a free service as a benefit to the community. When you let other people share your account, delete your account and sign up again to get another 30 free days, or have your whole employee base on a free plan, you are taking advantage of the Doctify Services. If we think you are doing this, we may warn you. If you do not respond or change behavior, we will delete your account and prevent you from using our Sites and the Doctify Services again. If you have more than one (1) person, employee, or independent contractor in your organization that has accounts with us, you must be on an upgraded plan.

Termination of Account by the Provider.
If you desire to terminate your account, you must log in to your account and delete it under account settings. Doctify will not delete your account by virtue of your email alone.

Accuracy and Integration of Information.
Although Doctify attempts to ensure the integrity and accuracy of the Sites and the content on the Sites, it makes no representations, warranties or guarantees whatsoever as to the correctness or accuracy of the Sites and content thereon. It is possible that the Sites could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions, and alterations could be made to the Site by third parties. In the event that an inaccuracy arises, please inform Doctify so that it can be corrected. Information contained on the Sites may be changed or updated without notice. Additionally, Doctify shall have no responsibility or liability for information or content posted to the Sites from any non-Doctify affiliated third party. This includes any information, content or links posted on a Provider’s Virtual Waiting Room.

IX. Confidential Information

“Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Your Confidential Information shall include the content you post to the Doctify Services, not including personal and health-related information; Doctify Confidential Information shall include the Doctify Services, customer feedback, and information relating to the performance, reliability, or stability of the Doctify Services, operation of the Doctify Services, know-how, techniques, processes, ideas, algorithms, and software design and architecture; and Confidential Information of each party shall include business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.

Protection of Confidential Information. 
The Receiving Party shall (i) use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care), (ii) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of these Terms of Use, and (iii) except as otherwise authorized by the Disclosing Party in writing, limit access to Confidential Information of the Disclosing Party to those of its and its affiliates’ employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.

Compelled Disclosure. 
The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to such Confidential Information.

X. Intellectual Property Rights and Your License to Use

You, or the people who allow you to use their content, own all of the content you create using the Doctify Services. However, we may use it for any purpose, including in our marketing materials. We may also modify your content to make it work better on the Doctify Services.

It is very important that you have permission to use other people’s content or they may be able to sue you for violating their legal rights.

Doctify Claims No Ownership. 
The Doctify Services may provide you with the ability to create, post, or share content (“Your User Content”). Doctify claims no ownership over Your User Content. You or a third-party licensor, as appropriate, retain all copyright, patent, and trademark rights to any of the content you post on or through the Doctify Services. You are responsible for protecting those rights. You also acknowledge and agree that Your User Content is non-confidential and non-proprietary.

Doctify’s Use of Posted Content on the Doctify Services.
 By creating, posting, or sharing Your User Content on or through the Doctify Services, and subject to Doctify’s Privacy Policy, you grant Doctify a perpetual, world-wide, non-exclusive, non-transferable, royalty-free license to use, modify, remove, publish, transmit, or display Your User Content for any purpose, including for the purpose of promoting Doctify and its services. You waive any rights you may have regarding Your User Content being altered or manipulated in any way that may be objectionable to you. Doctify reserves the right to refuse to accept, post, display, or transmit any User Content in its sole discretion.

You Acquire No Ownership of Others’ Content. 
You understand and agree that you will not obtain, as a result of your use of the Doctify Services, any right, title, or interest in or to such content delivered via the Doctify Services or in any intellectual property rights (including, without limitation, any copyrights, patents, trademarks, trade secrets, or other rights) in the content.

You Must Have Rights to the Content You Post. 
You represent and warrant that: (i) you own the content posted by you on or through the Doctify Services or otherwise have the right to grant the license set forth in these Terms of Use, (ii) the posting and use of Your User Content on or through the Doctify Services does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any other rights of any person, and (iii) the posting of Your User Content on the Doctify Services does not result in a breach of contract between you and a third party. You agree to pay for all royalties, fees, and any other monies owing any person by reason of content you post on or through the Doctify Services.

The Doctify Services contain content from users and other Doctify licensors. Except as provided within these Terms of Use, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content appearing on or through the Doctify Services.

XI. Copyright Policy

Let us know if you think a user has violated your copyright using the Doctify Services, or if you think someone incorrectly reported that you violated his or her copyright.

We disclaim any responsibility or liability for copyrighted materials posted on the Sites. If you believe that your work has been copied in a manner that constitutes copyright infringement, please follow the procedures set forth below.

If you believe in good faith that materials posted on the Doctify Services infringe your copyright, you (or your agent) may send Doctify a “Notification of Claimed Infringement” requesting that the material be removed, or access to it blocked. The notice must comply with the following requirements:

  1. Identify the copyrighted works that you claim have been infringed;
  2. Identify the material or link you claim is infringing (or the subject of infringing activity) and that access to which is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Sites where such material may be found;
  3. Provide your mailing address, telephone number, and, if available, email address;
  4. Include both of the following statements in the body of the Notice: “I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).” “I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
  5. Provide your full legal name and your electronic or physical signature; and
  6. Deliver this Notice, with all items completed, to our Copyright Agent:

308 Technopark
Casablanca, 20000
Attn: Precision Systems Ltd.

XII. Suggestions and Submissions

Do not send us your ideas for a new business or functionality. If you do, we can use them without compensating you.

Doctify appreciates hearing from its users and welcomes your comments regarding the Doctify Services. Please be advised, however, that Doctify does not accept or consider creative ideas, suggestions, inventions, or materials (“creative ideas”) other than those which we have specifically requested. While Doctify values your feedback on our services, clinical workflows, medical templates or other feedback with respect to the Doctify Services or Doctify Content (collectively, “Feedback”), please be specific in your comments and do not submit creative ideas. If, despite this request, you send Doctify creative ideas, Doctify shall:

  1. own, exclusively, all now known or later discovered rights to the Feedback;
  2. not be subject to any obligation of confidentiality and shall not be liable for any use or disclosure of any Feedback; and
  3. be entitled to unrestricted use of the Feedback for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.

For the avoidance of doubt, You shall, and hereby do, hereby irrevocably assign to Doctify Your entire right, title and interest in and to the Feedback without restriction.

XIII. User Content Disclaimers, Limitations, and Prohibitions

We do not represent or guarantee the truthfulness, accuracy, or reliability of content, posted by users (“User Content”). You accept that any reliance on material posted by other users, vendors, or suppliers will be at your own risk. By using the Doctify Services you accept the risk that you might be exposed to content that is objectionable or otherwise inappropriate.

You are solely responsible for Your User Content on the Doctify Services. Doctify does not endorse any, nor is it responsible for, User Content on the Doctify Services. You assume all risks associated with Your User Content, including anyone’s reliance on its quality, accuracy, or reliability. You may expose yourself to liability if, for example, Your User Content contains material that is false, intentionally misleading, or defamatory; violates third-party rights; or contains material that is unlawful or advocates the violation of any law or regulation.

Do not do bad things with the Doctify Services, try to break it, or steal our hard work.

You agree to use the Doctify Services only for its intended purpose and in an authorized manner. You must use the Doctify Services in compliance with all privacy, data protection, intellectual property, and other applicable laws. The following uses of the Doctify Services are prohibited. You may not:

  1. attempt to interfere with, harm, reverse engineer, steal from, or gain unauthorized access to the Doctify Services, user accounts, or the technology and equipment supporting the Doctify Services;
  2. frame or link to the Doctify Services without permission;
  3. use data mining, robots, or other data gathering devices on or through the Doctify Services, unless specifically allowed by these Terms of Use;
  4. post incomplete, false, or misleading information, impersonate another person, or misrepresent your affiliation with a person or entity;
  5. disclose personal information about another person or harass, abuse, or post objectionable material;
  6. sell, transfer, or assign any of your rights to use the Doctify Services to a third party without our express written consent;
  7. post advertising or marketing links or content, except as specifically allowed by these Terms of Use;
  8. use the Doctify Services in an illegal way or to commit an illegal act in relation to the Doctify Services or that otherwise results in fines, penalties, and other liability to Doctify or others; or
  9. access the Doctify Services from a jurisdiction where it is illegal or unauthorized.
XIV. Consequences of Violating These Terms of Use

If you do not act acceptably and responsibly, we may refuse to provide the Doctify Services to you.

We reserve the right to suspend or terminate your account and prevent access to the Doctify Services for any reason, at our discretion. We reserve the right to refuse to provide the Doctify Services to you in the future.

We may review and remove any User Content at any time for any reason, including for activity which, in our sole judgment: violates these Terms of Use; violates applicable laws, rules, or regulations; is abusive, disruptive, offensive or illegal; or violates the rights of, or harms or threatens the safety of, users of the Doctify Services.

You are responsible for any claims, fees, fines, penalties, and other liability incurred by us or others caused by or arising out of your breach of these Terms of Use and your use of the Doctify Services.

XV. Doctify’s Liability

We are not liable for anything our users do when using the Doctify Services. We may also change the Doctify Services at any time and are not liable for how this may affect you. We don’t guarantee the quality or accuracy of any content you view using the Doctify Services or other websites.

Changes to the Doctify Services.
 We may change, suspend, or discontinue any aspect of the Doctify Services at any time, including hours of operation or availability of the Doctify Services or any feature, without notice or liability.

User Disputes. We are not responsible for any disputes or disagreements between you and any third party with whom you interact using the Doctify Services. We are also not responsible for disputes or disagreements between you and any patient with or for whom you or the patient have used the Doctify Services. You assume all risk associated with dealing with third parties. You agree to resolve disputes directly with the other party. You release Doctify of all claims, demands, and damages in disputes among users of the Doctify Services. You also agree not to involve us in such disputes. Use caution and common sense when using the Doctify Services.

Content Accuracy. 
We make no representations about accuracy, reliability, completeness, or timeliness of any contents of the Doctify Services, including health-related information. Similarly, we make no representations about accuracy, reliability, completeness, or timeliness of any data from third-party vendors or suppliers, such as data resulting from the speech-to-text functionality, or the quality or nature of third-party products or services obtained through the Doctify Services. Use the Doctify Services at your own risk.

We make no promises and disclaim all liability of specific results from the use of the Doctify Services.

Released Parties Defined. “Released Parties” includes Doctify and our affiliates, officers, employees, agents, partners, and licensors.

A. DISCLAIMER OF WARRANTIES

You use the Doctify Services at your own risk. We make no warranties or guarantees.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) YOUR USE OF THE DOCTIFY SERVICES IS AT YOUR SOLE RISK, AND THE DOCTIFY SERVICES IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO PRODUCTS OR (INCLUDING ANY AND ALL THIRD PARTY) SERVICES OFFERED BY BUSINESSES LISTED ON THE DOCTIFY SERVICES, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (B) THE RELEASED PARTIES MAKE NO WARRANTY THAT (I) THE DOCTIFY SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE DOCTIFY SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE DOCTIFY SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY GOODS OR SERVICE AVAILABLE ON THE DOCTIFY SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SERVICE WILL BE CORRECTED; AND (C) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE DOCTIFY SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.

B. LIMITATION OF LIABILITY AND INDEMNIFICATION

We are not liable for anything that happens to you that somehow may be connected to your use of the Doctify Services. If you use the Doctify Services in a way that causes us to be included in litigation, you agree to pay all of our legal fees and costs.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE RELEASED PARTIES SHALL NOT BE LIABLE TO YOU OR YOUR PATIENTS FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF DOCTIFY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE DOCTIFY SERVICES OR THE DOCTIFY CONTENT; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH, FROM, OR AS A RESULT OF THE DOCTIFY SERVICES OR YOUR USE OF THE DOCTIFY CONTENT; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY ON THE DOCTIFY SERVICES; (V) YOUR RELIANCE ON CONTENT MADE AVAILABLE BY US; OR (VI) ANY OTHER MATTER RELATING TO THE DOCTIFY SERVICES, THE DOCTIFY CONTENT, ANY THIRD PARTY SOFTWARE OR SERIVCES, OR YOUR USE OF BROWSER EXTENSIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS IN THIS PARAGRAPH MAY NOT APPLY TO YOU.

TO THE FULLEST EXTENT POSSIBLE BY LAW, OUR MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE DOCTIFY SERVICES OR YOUR USE OF DOCTIFY CONTENT, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED 100 MAD.

You agree to defend, indemnify, and hold harmless the Released Parties from and against any claims, actions, or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from (i) your use of or reliance on any third-party content, (ii) your use of or reliance on any Doctify Content or the use of the Doctify Services, (iii) any activity on the Doctify Services under your log-in credentials, or (iv) your breach of these Terms of Use. We shall provide notice to you promptly of any such claim, suit, or proceeding.

XVI. Arbitration, Class Waiver, and Waiver of Jury Trial

We are located in Casablanca, Morocco, so all disputes must be resolved there. We will use arbitration to resolve any problems, and you cannot join a class action lawsuit or obtain a jury trial for any disputes you have with us related to your use of the Doctify Services.

These Terms of Use and the relationship between you and Doctify shall be governed by the moroccan laws without regard to its conflict of law provisions. You and Doctify agree to submit to the personal and exclusive arbitration of any disputes relating to your use of the Doctify Services. Any such arbitration, to the extent necessary, shall be conducted in Casablanca, Morocco. You covenant not to sue or bring any other legal action against Doctify in any other forum.

You also acknowledge and understand that, with respect to any dispute with the Released Parties arising out of or relating to your use of the Doctify Services, these Terms of Use or any other agreement with Doctify:

  • YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY;
  • YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE; AND
  • YOU MUST FILE ANY CLAIM WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE OR IT IS FOREVER BARRED.
XVII. General Terms; Other Legal Provisions; No SPIFF; Force Majeure.

These Terms of Use, along with Your Agreement, and any policies applicable to you posted on the Doctify website, constitute the entire agreement between the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. Our failure to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Use remain in full force and effect. The section titles and annotations in these Terms of Use are for convenience only and have no legal or contractual effect. You acknowledge and agree that You shall not offer any form of bonus income, plans, promotions, or any other form of additional incentives (“SPIFFs”) directly to Doctify’s employees, consultants, affiliates or subcontractors. Instead, You must direct all proposed SPIFFs directly to Doctify’s Partner Relationship Manager (the “SPIFF Contact”). The SPIFF Contact shall then work with You and decide whether or not to implement the SPIFFs in his/her sole discretion. To the fullest extent permitted under applicable law, Doctify will be excused from performance under these Terms of Use and Your Agreement for any period that it is prevented from or delayed in performing any obligations pursuant to these Terms, in whole or in part, as a result of a Force Majeure Event. For purposes of these Terms of Use and Your Agreement, “Force Majeure Event” means an event or series of events caused by or resulting from any of the following: (a) weather conditions or other elements of nature or acts of God, including pandemics or epidemics; (b) acts of war, acts of terrorism, insurrection, riots, civil disorders or rebellion; (c) quarantines or embargoes, (d) labor strikes; (e) telecommunications, network, computer, server or Internet disruption or downtime; (f) unauthorized access to Doctify’s information technology systems by third parties; or (g) other causes beyond the reasonable control of Doctify.

XVIII. Contact Information

If you have any questions about these Terms of Use or the Doctify Services, please visit our website to contact us.

Sincerely,

Precision Systems Ltd.