TERMS OF SERVICE

The terms and conditions (hereinafter collectively referred to as, the “Terms of Service”) set out herein shall be a legally binding Agreement between Aarthi Scans Private Limited, a company incorporated under the Companies Act, 1956, having its registered office at No.15,Amman kovil street, Vadapalani, Chennai - 600026 (hereinafter interchangeably referred to as, “We” or “Us” or “Our” or the “Company”), and you (hereinafter referred to as, “You” or “Your”), as users of the mobile Application named “Vital Insights” (herein after, the “Platform”) and/or the Services (defined below) offered through the Platform. The Platform is developed and maintained by the Company.

Terms of Service shall govern your use of the Platform and the Services (defined below) offered through the Platform, therefore, please read and understand the Terms of Service before you download or use the Platform. If you are not agreeable to this Terms of Service, then you shall not download the Platform, or use the Platform or the Services offered through the Platform, and if you have downloaded the Platform, then you shall delete the account and uninstall the Platform.

By downloading, installing, and/or using the Platform or the Services offered through the Platform, you voluntarily and unconditionally accept to and agree to be bound by the Terms of Service and the Privacy Policy (defined below).

DEFINITION

• “Applicable Law ” means all applicable:  statutes, enactments, acts of legislature or parliament, laws, ordinances, rules, bye-laws, regulations, notifications, guidelines or policies of the jurisdictions in which the Company, the Registered Physician and/or User are located and/or carry on any business or activities, administrative interpretation, directions, directives, judgement, arbitral award, decree, orders or Governmental Approvals of, or agreements with, any Governmental Authority and international treaties, conventions and protocols;  as may be in force from time to time;

• “Company” for the purposes of this Terms of Service shall mean Aarthi Scans Private Limited, a company incorporated under the Companies Act, 1956, having its registered office at No.15,Amman Kovil Street, Vadapalani, Chennai - 600026.

• “Database” shall mean the remote database created and used by the Platform to store the Information or data collected from the Platform.

• “Information” for the purposes of this Terms of Service means and includes any information described under Clause 5 of this Terms of Service, submitted by the User through the use of the Platform.

• “Medical Record” shall mean the information recorded by a Registered Physician relating to a User including but not limited to diagnosis, medical history, pathology test results, prescription, medicines, treatment, medical advice and other similar information.

• “Patient ID” shall mean the unique patient identification credential provided by a Registered Physician to any person pertaining to the registration of such person in the Vital insights App.

• “Platform” shall mean the mobile Application by name “Heal by Vital insights” together with all periodic updates thereon developed by the Company, as may be downloaded from Google Play Store or Apple App Store or such other permitted/authorized Application store.

• “Privacy Policy” shall mean the privacy policy for the Platform, as may be updated from time to time by the Company.

• “Registered Physician” means a person who possesses any of the Government of India recognized medical qualification and who has been enrolled in the register of the respective Council viz., Medical, Dental, Siddha, Ayurveda, Unani or Homeopathic Councils or the Board of Indian Medicine or any such Council, Board or any other statutory body recognized by the Government of India, consulting or attending to a User. For the purposes of this Policy, persons claiming under a Registered Physician and/or those persons that may have access to the Information collected via the Platform, through such access provided to the Registered Physician (either on their behalf or otherwise), would be deemed as Registered Physician and their use of the Platform for any purpose as may be necessary, would be deemed as use of the Platform by the Registered Physician.

• “Service(s)” shall mean any and/or all service(s) available to a User (other than a Registered Physician) through the Platform, as more elaborately defined Section 2 herein below.

• “User” for the purposes of this Terms of Service shall mean to include any person who uses the Platform or causes the use of the Platform on their behalf other than a Registered Physician, to receive Services as provided through the Platform.

SERVICES OFFERED THROUGH THE PLATFORM

• The Platform offers the following medical record maintenance and tele-medicine through video-conferencing services to Users:

• Accessing medical records maintained by a Registered Physician consulted by the User.

• Adding or updating the Information of the User.

• Accessing, adding, updating or deleting information pertaining to medical history of the User.

• Scheduling and managing an appointment for consultation with a Registered Physician.

• Consulting a Registered Physician through video-conferencing or such other virtual communication mode.

• Making payment towards professional fee of the Registered Physician for a consultation provided via the Platform.

• Medical services, including but not limited to diagnosis, examination (based on oral enquiries) and/or prescription, offered through the Platform shall not be deemed to be rendered by the Platform or the Company. The Platform merely facilitates a Registered Physician to render certain medical advice/services to a User or a User to seek medical advice from a Registered Physician. Further, no unsolicited suggestion/tip that may be provided on the Platform shall be deemed as a medical advice provided by the Platform/Company and the user shall only be guided by the medical advice/service provided by a Registered Physician on the Platform.

ACCESS TO SERVICES

• Access to the Services offered through the Platform are meant only for a User, and are meant to be used only by the User.

• For a User having not completed 18 years of age, the legal/natural guardian of the said User, as recognized under the Applicable Law, shall be deemed to be a User and shall be solely responsible for maintaining the User information on behalf of such user under the age of 18 years.

• User can access or use the Services offered through the Platform, if and only if, the Registered Physician being consulted by such User is registered on the Vital insights App, and has registered the User with the Vital insights App; and has further provided the User with a Patient ID.

• User consulting with multiple Registered Physicians who are using the Vital insights App, shall use the Services offered through the Platform for each of such Registered Physicians.

USER REGISTRATION

• User shall use the Patient ID provided by their Registered Physician and the User’s handphone number to register with the Platform.

• Pursuant to providing the information as stipulated under Clause 4.1 hereinabove, the Platform shall communicate a One-Time Password to the handphone number as provided by the User, and such One-Time Password shall be used by the User to register with the Platform, for the purposes of user verification. The Company reserves its right to seek and procure such other personally identifiable information of the User, to the extent permitted under Applicable Law, for the purposes of user verification.

• User shall register with the Platform separately for accessing Services offered through the Platform for each Registered Physician respectively.

• User shall maintain the confidentiality of the Patient ID, One-Time Password and such other information, and shall not share such information with any other persons.

INFORMATION COLLECTED FROM THE USER

Pursuant to registration with the Platform, the following Information may be collected from the User:

• Name

• Gender

• Date of birth

• Age

• Marital status

• Address

• Phone number(s)

• E-mail address

• Password

• Medical record(s)

• Medical history

• Demographic information

• Picture

• Any other personally identifiable information.

• Information about mobile network service provider and geo-positioning of the User, device, meta-data from mobile device.

• User is solely responsible for the submission of any Information, and where any incorrect, improper, incomplete or false information is submitted by the User and collected through the Platform, the same would render the User liable for such incorrect, improper, incomplete or false information.

• User shall ensure that he / she provides the Information through the Platform, and shall any other person providing such Information on their behalf is duly authorized in this regard.

• User is solely responsible for ensuring that the Information collected through the Platform are up-to date.

• User may, through the Platform, add, modify or delete the Information provided by the User, at any time.

• The Information provided by the User shall be dealt with in accordance with the Privacy Policy for the Platform, as updated from time to time by the Company.

ACCESS TO MEDICAL RECORD

• Medical Record(s) pertaining to a User as recorded and made available by their Registered Physician, using Vital insights App and stored in the Database, are made available to the user through the Platform. The Platform does not generate, control, or manage this Medical Record(s).

• Medical Record pertaining to a User cannot be modified or deleted by such User, and the sole control over the said Medical Record(s) vests with the Registered Physician.

• Platform is not responsible for the integrity, correctness, completeness, validity or authenticity of the Medical Record made available on the Platform. The Registered Physician is solely responsible for integrity, correctness, completeness, validity or authenticity of Medical Record.

PRIVACY POLICY

• The Privacy Policy of the Platform available at [Link] governs the procedure and practices adopted in respect of collection, use, sharing, and protection of the information that may be obtained from Users of the Platform through its Services.

• Privacy Policy shall be deemed to be an integral part of this Terms of Service.

• By causing the download, installation and/or use of the Platform, You or User is deemed to have read, understood and voluntarily agreed to the Privacy Policy.

SCHEDULING AN APPOINTMENT

• Platform enables the User to schedule an appointment, for out-patient visit/video-conference consultations, with a Registered Physician.

• Appointment scheduling as stipulated under Clause 8.1 hereinabove is managed and controlled by the respective Registered Physician or person(s) acting on their behalf, and the Platform does not manage or control such appointment. Platform is not liable for non-availability, cancellation, rescheduling or any change whatsoever relating to scheduling of an appointment.

VIDEO-CONFERENCE CONSULTATION

• User may schedule an appointment, on payment of professional fee, with a Registered Physician for a consultation through video-conference.

• Professional fee for a consultation through video-conference shall be fixed and communicated by the respective Registered Physician, and the Platform has no role in such decision.

• The Registered Physician being consulted by the User through video-conference is solely responsible for the diagnosis, treatment, prescription, medical advice, or consultation provided to the User through video-conference, and the Platform is not liable for any wrong or negligent, diagnosis or treatment or prescription or medical advice or consultation provided by such Registered Practitioner to the User.

• User is solely responsible to ensure and maintain the confidentiality of the consultation through video-conference.

FEE AND PAYMENT

• The Platform or the Company does not charge any fees on the User for the use of the Platform. Services offered through the Platform, except consultation through video-conference, are offered at no fee.

• User agrees to pay a professional fee for the consultation through video-conference, as may be fixed by the respective Registered Physician.

• Unless expressly indicated by a Registered Physician otherwise and subject to Clause 10.8, payment made towards any Services offered through the Platform are non-refundable.

• Payment, if any, for Services offered through the Platform may be made in Indian Rupees (INR) only.

• Platform uses third-party payment gateway for facilitating in-app payments, and is governed by follow the terms, conditions and policies of such payment gateway. The Platform does not control or manage such transactions through the payment gateway.

• User is responsible for any charges incurred to use the System, such as telephone and equipment charges, and fees charged by third-party vendors of products and services.

• We reserve to change the terms applicable to fee at any point in time by giving ten (10) days' prior intimation via email. The revised fee terms shall be automatically applicable after the ten (10) days' notice period. User agrees that no separate confirmation or approval is required to amend the terms with regard to the fee.

• Refund policy: No Refund.

GENERAL TERMS AND CONDITIONS

• User shall ensure the handheld device used to download, install and use the Platform satisfies the software and hardware standards required for downloading, installing and using the Platform and also ensure that they are authorized to use such handheld device to use/operate the Platform. Platform is not liable for problems faced by User, in accessing the Services, due to the software and hardware standards of the handheld device used to download, install and use the Platform.

• The Company grants you the non-exclusive, non-transferable and revocable license to use the object code copy of the Platform on your handheld device and you agree not to (i) modify or reverse engineer the Platform; (ii) transfer the Platform to any third-party; and (iv) circumvent, damage or otherwise interfere with security features of the Platform.

• User shall ensure the handheld device used for accessing the Platform shall have access to high-speed internet service, and the Platform is not responsible for interruptions in accessing the Services faced by the User due to such internet service.

• Platform does not create, add, modify, delete, manage or control the Information or Medical Record.

• Platform may use the handheld device number provided by the User to send Service and Platform related communications to the User, and the User authorizes the Platform to send such communications.

• The Platform has employed reasonable security protocols, physically and technically, to ensure the safety and security of the Information from loss, misuse, and unauthorized access and destruction. The User must also ensure to follow safety protocols from the User’s end to ensure the security of the Information.

• The Company or the Platform is not responsible for loss, destruction, misuse, unauthorized access etc. of information by third-party.

• User may delete the Information by deleting the account from the Platform. On such deletion, the Information alone shall be deleted and the Medical Record shall continue to be retained in the Database.

• Platform is not liable for any interruptions in the Services caused due to any unexpected technical reasons.

• Company’s role is that of an 'intermediary' as defined under the Information Technology Act, 2000 and the rules made there under. Being an intermediary, the Company has no responsibility and / or liability in respect of the content and transactions on the Platform including any Information or Medical Record, information provided by during consultation through video-conference. As required under the extant laws in India, applicable to an intermediary, the contact information of an intermediary are as follows: GRIEVANCE OFFICER Avnish Vital

• Platform is not responsible for the any content, Information or Medical Record made available on the Platform.

• Platform or the Company shall have the sole discretion, without any prior notice, to terminate a User from using the Platform or the Services rendered through the Platform.

• User agrees that the Platform may mine or use the Information for creating non-personally identifiable information for third-party data analytics, business intelligence and such other purposes.

• User shall ensure compliance with the Applicable Laws.

CHANGE TO PRIVACY POLICY

• This Terms of Service may be revised or updated from time to time, and the User shall check the Terms of Service frequently. In the event of any significant change to this Terms of Service, the User shall be intimated through a message in the Platform and/or e-mail to the address provided, about such change, and consent of the User may be obtained the revised version of this Terms of Service, if required under law. Continued use of the Platform and/or Service(s), after the intimation of the change to this Terms of Service, shall constitute express consent to such change.

LINK TO THIRD-PARTY APPLICATIONS OR WEBSITES

• The Platform consists of links to third-party websites or applications including but not limited to payment gateways and video-conferencing applications. User’s usage of such websites or applications is not governed by this Terms of Service. The Platform does not have control over services offered by such third-party application or website.

INTELLECTUAL PROPERTY RIGHT

• All intellectual property rights in and title to the Platform (excluding Information/Medical Record(s) made available therein), the present or future modifications / upgradations thereof and standard enhancements thereto and in text, graphics, marks, words, images, design, shall remain the property of the Company.

• User shall hold the intellectual property rights to the Information.

• All intellectual property rights in the data-mined and de-identified information derived from the Platform shall remain with the Company.

CONTENTS

• User shall not host, display, upload, modify, publish, transmit, update or in any manner share any information that —

• belongs to another person and to which the user does not have any right to;

• is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever;

• harm minors in any way;

• infringes any patent, trademark, copyright or other proprietary rights;

• violates any law for the time being in force;

• deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;

• impersonate another person;

• contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;

• threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting any other nation;

• Information may be removed for violation of Applicable Laws or contravention of Clause 15.1 hereinabove may be removed by the Platform on receipt of actual knowledge as stipulated under the Applicable Laws;

• Contents, after deletion or removal, shall be retained for such period as may be required under Applicable Laws.

DISCLAIMER AND EXCLUSION OF WARRANTIES

• You acknowledge that access to the platform will be provided over various facilities and communication lines, and information will be transmitted over local exchange and internet backbone carrier lines and through routers, switches, and other devices (collectively, "carrier lines") owned, maintained, and serviced by third-party carriers, utilities, and internet service providers, all of which are beyond our control. We assume no liability for or relating to the integrity, privacy, security, confidentiality, or use of any information while it is transmitted on the carrier lines, or any delay, failure, interruption, interception, loss, transmission, or corruption of any data or other information attributable to transmission on the carrier lines. Use of the carrier lines is solely at your risk and is subject to all applicable local, state, national, and international laws.

• The Services, the Platform, access to the Platform, its services, the Information and the  Medical Record is provided "as is" and "as available" basis without any warranty of any kind, expressed or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. you are solely responsible for any and all acts or omissions taken or made in reliance on the platform or the information, including inaccurate or incomplete Information. It is expressly agreed that in no event shall we be liable for any special, indirect, consequential, remote or exemplary damages, including but not limited to, loss of profits or revenues, loss of use, or loss of information or data, whether a claim for any such liability or damages is premised upon breach of contract, breach of warranty, negligence, strict liability, or any other theory of liability, even if we have been apprised of the possibility or likelihood of such damages occurring. We disclaim any and all liability for erroneous transmissions and loss of service resulting from communication failures by telecommunication service providers or the system.

• You acknowledge that other users have access to the Platform and are receiving services. such other users have committed to comply with these terms & conditions and policies and procedures concerning use of the platform; however, the actions of such other users are beyond our control. Accordingly, we do not assume any liability for or relating to any impairment of the privacy, security, confidentiality, integrity, availability, or restricted use of any information on the system resulting from any users' actions or failures to act.

• We are not responsible for unauthorized access to your, data, facilities or equipment by individuals or entities using the system or for unauthorized access to, alteration, theft. corruption, loss or destruction of your, data files, programs, procedures, or information through the Platform, whether by accident, fraudulent means or devices, or any other means. you are solely responsible for validating the accuracy of all output and reports, and for protecting your data and programs from loss by implementing appropriate security measures, including routine backup procedures. you hereby waive any damages occasioned by lost or corrupt data, incorrect reports, or incorrect data files resulting from programming error, operator error, equipment or software malfunction, security violations, or the use of third-party software. We are not responsible for the content of any information transmitted or received through our provision of the Services.

• We expressly disclaim any liability for the consequences to you arising because of your use of the Platform or the Services.

• We do not warrant that your use of the Platform and the Services under these terms will not violate any law or regulation applicable to you.

LIMITATION OF LIABILITY

• Notwithstanding the other terms of these providers terms, in the event the Company should have any liability to you or any third party for any loss, harm or damage, you and Company agree that such liability shall under no circumstances exceed INR 10,000. You and the Company agree that the foregoing limitation of liability is an agreed allocation of risk between you and the Company. You acknowledge that without your assent to this Clause, the Company would not provide access to the system, to you.

INDEMNIFICATION

• You agree to indemnify, defend, and hold harmless Company, Our and their affiliates, officers, directors, and agents, from and against any claim, cost or liability, including reasonable attorneys' fees, arising out of: (a) the use of the Services; (b) any breach by You of any representations, warranties or agreements contained in these Terms of Service; (c) the actions of any person gaining access to the Platform under a Patient ID assigned to You; (d) the actions of anyone using a Patient ID, password or other unique identifier assigned to You that adversely affects the Platform or any information accessed through the Platform;

TERMINATION

User’s access to the Platform and the Services offered through the Platform may be terminated for any of the following reasons:

• Violation of these Terms of Services.

• Violation of legally enforceable rights of any third-party by usage of the Platform or Service offered through the Platform by such User.

• To comply with any order issued or proposed to be issued by any governmental agency;

• To comply with any provision of law, any standard of participation in any reimbursement program, or any accreditation standard; or

• If performance of any term of these Terms of Service by either Party would cause it to be in violation of law.

• Company determines in its sole discretion that access to or use of the Platform or Services by You may jeopardize the Platform or Services or the confidentiality, privacy, security, integrity or availability of information within the Platform.

• Any person is or may be making unauthorized use of the Platform with any Patient ID assigned to a User.

DISPUTE RESOLUTION

• Any controversy, claim, dispute or difference arising out of this Terms of Service executed in furtherance thereof, or any alleged breach of this Terms of Service executed in furtherance thereof, shall be resolved by means of binding arbitration before a single arbitrator in accordance with the provisions of the Arbitration and Conciliation Act, 1996. The award given by such an arbitrator shall be final and binding on all the parties to this Terms of Service.

• The arbitration shall be held in Coimbatore. No demand for arbitration shall be made after the date when the institution of legal proceedings based on such claim or dispute would be barred by the applicable statute of limitation.

• If any provision of this Terms of Service is held by any court to be invalid or unenforceable in whole or in part, the validity of the other provisions of this Terms of Service and the remainder of the provisions in question shall not be affected thereby.

SEVERABILITY

• This Terms of Service supersedes all prior agreements, written or oral, between the parties hereto concerning the subject matter hereof. Whenever possible, each provision of this Terms of Service shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Terms of Service is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision or any other jurisdiction, but this Terms of Service shall be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.