ODOC SERVICE RETENTION AGREEMENT

PlEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING AND SIGNIFY YOUR consent.

This Agreement is made and entered into by and between YOU (hereinafter sometimes referred to as ‘oDoc Service Provider’ or ‘You’) and ODOC (Private) Limited, a company duly incorporated under the laws of Sri Lanka bearing Registration No. P.V. 114128 and having its Registered Office at 177, Galle Road, Colombo 03 (hereinafter referred to as ‘the Company’ which term shall, where the context so requires or admits, include the said oDoc (Private) Limited and its successors and assigns)

(collectively referred to as the “Parties” and each individually as a “Party”),

WITNESSETH THAT

WHEREAS:

  1. The Company is the developer and owner of the online electronic platform, named ‘oDoc’ (as morefully defined herein), which allows doctors to provide their professional services through a web interface;

 

  1. You, being a Medical Doctor legally eligible to practice in Sri Lanka, intends to obtain access to ‘oDoc’ and procure ‘oDoc Services’ (as morefully defined herein) offered by the Company in order to provide your professional services to any patient using the facilities and software applications operated within oDoc; and

 

  1. The Company agrees to grant access to and provide its oDoc Services to you in term of this Agreement.

 

NOW THEREFORE, in consideration of the provisions set out herein, the Parties agree as follows;

  1. Definition
    • ‘oDoc’ means an electronic platform developed, provided and maintained by the Company which consists of data, information, and various computer programs, accessible through an oDoc Service Provider Account or an oDoc Service Receiver Account.
    • oDoc Services’ means the provision of the availability of and access to ‘Service Applications’ on oDoc, on demand by the oDoc Service Providers and/or oDoc Service Receivers.
    • oDoc Service Provider’ means any qualified person who entered into an agreement with the Company to obtain access to oDoc and procure oDoc Services to provide his/her healthcare services through an oDoc Service Provider Account.
    • ‘oDoc Service Provider Account’ means the User Interface provided to each oDoc Service Provider to access and use oDoc.
    • ‘oDoc Service Receiver Account’ means the User Interface provided to each oDoc Service Receiver to access and use oDoc.
    • oDoc Service Receiver’ means any person who entered into an agreement with the Company to procure oDoc Services to receive his/her healthcare services from an ‘oDoc Service Provider’ through his/her oDoc Service Receiver Account.
    • ‘Service Application’ means a computer program which operates on oDoc that enables oDoc Service Providers to provide their professional services to any person who seeks such services through an oDoc Service Provider Account or oDoc Service Receiver Account.
    • oDoc Now’ means a computer program operated within oDoc which allows oDoc Service Receivers to have medical consultations through a video and/or audio link with any oDoc Service Provider active at the time of access.
    • oDoc EHR’ means a computer program that operates within oDoc, which can be used to create, access and maintain a health record, which consists of following data and information with regard to a Patient.

 

Patient’s Personal Details (Name, Address, Contact Number, etc.)

Tracking Code for each Individual Patient

Medical Records and Lab Reports of the Patient

Prescriptions Issued to Patient

Consultation Notes made for the – Patient

Consultation History of the -Patient

Health Background of the -Patient

Regular Medication, Allergies and Vaccinations of the Patient

Any other information relating to the Patient or a health service received by a patient

 
  • oDoc Access Subscription” means the monthly subscription payment which may be required to be paid by oDoc Service Providers and oDoc Service Receivers in order to maintain access to oDoc.
  • Doctor’s Fee’ means the professional fee charged by ‘oDoc Service Providers’ from ‘oDoc Service Receivers’ for their professional services using oDoc Now Service Application.
  • ODoc Fee’ means the service charge payable by the ‘oDoc Service Providers’ to the Company for the use of oDoc Now Service Application.
  • Registered Patient’ means any person who has an EHR under such person’s name.
  • EHR’ means an Electronic Health Record created in oDoc using oDoc EHR
  • oDoc Promotion’ means any commercial inducement given to oDoc Service Providers or oDoc Service Receivers by the Company to use oDoc.
  • oDoc Mobile App’ means the mobile software application which connects the oDoc Service Receiver to oDoc and enable such person to obtain medical, health or related services from any oDoc Service  Providers using his/her mobile phone.
  • Guidelines For Doctors” means guidelines and rules to be followed by an oDoc Service Provider, which are published on www.odoc.life.

 

  1. Obligations of the Parites
    • You agree to obtain access to oDoc and procure oDoc Services from the Company; and
    • The Company agrees to grant access to oDoc and provide to its oDoc Services to you in terms of this Agreement.

 

  1. Access to oDoc
    • Access to oDoc is the key for procuring any oDoc Service offered within oDoc.
    • You shall access oDoc only through your ‘oDoc Service Provider Account’.
    • Upon signing this Agreement and providing all necessary information required, you will become an ‘oDoc Service Provider’ and will be entitled to Sign Up for your ‘oDoc Service Provider Account’.
    • Once the Sign Up process is completed, you will be given access to your oDoc Service Provider Account. Your oDoc Service Provider Account ‘username’ and ‘password’ are confidential information and you are responsible for maintaining its secrecy.
    • At all times material, you shall keep the ‘username’ and ‘password’ in your custody and it shall not be transferred to any other person. You are advised to not to mention your ‘username’ or ‘password’ in any correspondence you have with the Company.
    • Every time, your ‘username’ and ‘password’ is entered to log in to your oDoc Service Provider Account, it is deemed and recorded that you have personally entered and log in to your oDoc Service Provider Account.
    • You are personally responsible and will be held liable for all activities occurred and all service provided through your oDoc Service Provider Account.
    • Requirement to make oDoc Access Subscription Payment
      • The Company reserves the right to charge oDoc Access Subscription from you. The Company is entitled to exercise this right any time it deems fit by giving 30 days prior notice to you.
      • After the Company’s notification of exercising the aforesaid right, you shall pay oDoc Access Subscription as provided by the Company.
    • Identity Disclosure
      • Your identity will be disclosed to all persons who request your services through oDoc or who refer your inputs on oDoc.
      • YOU ARE RESPONSIBLE FOR THE PERSONALLY IDENTIFIABLE INFORMATION PROVIDED BY YOU AND MAINTAINED BY YOU PERTAINING TO YOUR PROFESSIONAL PROFILE AND QUALIFICATIONS.
      • In the event there are any changes to the information provided by you, you shall immediately inform the company in writing of the changes to be made to your professional profile and qualifications.
    • Misuse of Your Account
      • The Company has the right to completely terminate or temporarily deactivate any oDoc Service Provider Account, without any prior notice, for misuse of such oDoc Service Provider Account.
      • The misuse of an oDoc Service Provider Account includes but is not limited to, provision of false advice or information, violation of ethics and laws imposed by any statute or any governing body, violation of intellectual property rights of other parties, use of abusive language, use of the Account to discredit another oDoc Service Provider.
    • The Company has full authority and right to terminate or suspend your oDoc Service Provider Account, without providing any reasons, after giving a written notice of Twenty Four (24) hours prior to such termination or suspension.

 

 

  1. oDOC Services
    • You agree to procure oDoc Services from the Company upon making the applicable payments, if any.
    • Upon your procurement of oDoc Services, the Company agrees to provide oDoc Services relating to following Service Applications;
  2. oDoc Now
  3. oDoc EHR
    • You must not access Service Applications except through your oDoc Service Provider Account.
    • The Company does not provide you any service other than oDoc Services as morefully provided in this Agreement.

 

  1. oDoc Now Service Application
    • You agree that in the event it is in your professional opinion that a patient requires a physical consultation in order to be diagnosed or treated, you shall inform such a patient and end the consultation.
    • You shall adhere to the Guidelines For Doctors, which are published on www.odoc.life with regard to your conduct and practice and it shall be part and parcel of this Agreement. The Company is entitled to amend the Guidelines For Doctors at any time with notice to you. You are also obliged to visit the relevant page in odoc.life regularly and make yourself aware of any changes made to Guidelines for Doctors published therein.  If you do not agree with the Guidelines for Doctors and/or any amendment made to the Guidelines for Doctors, you must immediately inform such disagreement in writing to the Company. Any such disagreement, unless allowed by the Company in writing, shall be considered as a Notice for Termination of this Agreement under Clause 11.4.
    • In the event you are a medical practitioner providing professional services in the Public Sector, you agree that you shall not provide Services in the capacity of an oDoc Service Provider during the hours you are in Public service.
    • You acknowledge that it is at the Company’s sole discretion that registered doctors would be provided access to practice on oDoc.
    • oDoc Now Appointments and Video/Audio Medical Consultations
      • In order to receive appointments from oDoc Service Receivers, you shall log in to your oDoc Service Provider Account and indicate your availability to receive such appointments.
      • If an oDoc Service Receiver choses to consult you, you will receive a notification on your oDoc Service Provider Account and such person will be added to your appointment list/queue.
      • You acknowledge there may be instances where the Patient who obtains your medical advice via the oDoc Mobile App may not be the oDoc Service Receiver who made the appointment but a member of the family of such an oDoc Service Receiver who has created a Family Member Account.
      • Upon acceptance of an appointment, you are,
  1. Obliged to provide medical advice and treatment where appropriate to the relevant oDoc Service Receiver at least for ten (10) minutes, (unless such oDoc Service Receiver chooses to terminate the consultation prior to the expiry of such period);
  2. Not entitled to disconnect the video/audio link until the entire consultation is concluded.
    • You accept that you shall be personally responsible for all advice you provide or do not provide within your professional capacity d during the oDoc Now Sessions. The Company shall not be held liable for any advice treatment or actions or non-actions provided by you during an oDoc Now session.

 

  • You are obliged to make all your consultation notes, prescriptions (if any), etc. with regard to your oDoc Now sessions in the Registered Patient’s EHR.
  • If the Patient who obtained your medical advice is not the oDoc Service Receiver who made the appointment, and such Patient is also not a Registered Patient, the consultation notes, prescriptions shall not be issued to such Patient.
  • You are entitled to recover and access any consultation notes you made with regard to any of your patients during any oDoc Now session conducted by you for a brief period of time post the consultation.
  • All notes, prescriptions made by you on behalf of a Registered Patient will be accessible by any future oDoc Service provider, who shall conduct future consultations with such Registered Patient. You acknowledge that access to this is limited and it will be available to other oDoc Service Providers only on a time bound basis in any future oDoc Now sessions.
  • Anonymous Consultations
    • An oDoc Service Receiver can request to consult you by way of an Anonymous Consultation where patient information will not be provided to you.
    • Under this mode of consultations, the oDoc Service Receiver is not entitled to receive a prescription after the Odoc Now session.

You acknowledge and agree that recording of the audio or video of a consultation is a violation of these Terms and you are not entitle to carry out any such activity.

  • Payments
    • You are entitled to receive the ‘Doctor’s Fee’ of each and every oDoc Now session you conduct.
    • The Doctor’s Fee shall be revised periodically and with a weekly notice to you. The Doctor’s Fee schedule shall be provided to you prior to your consultation sessions.
    • You are obliged to pay ‘oDoc Fee’ with regard to each and every oDoc Now session for the oDoc Service you obtained using ‘oDoc Now’ Service Application. Provided that the obligation under this clause will only be applicable to you upon a formal written notice to that effect by the Company 15 days prior to the activation of changing of such fee.
    • You authorize the Company to collect ‘Doctor’s Fee’, on your behalf, from the oDoc Service Receiver of each and every oDoc Now session and remit it your given bank account within 30 (thirty) days from the session.
    • In the event an ‘oDoc Now Service Fee’ is charged from you in terms of clause 5.6.3, you have the option of authorizing the Company to deduct ‘oDoc Fee’ from the ‘Doctor’s Fee prior to remitting such fee to your given bank account. If you do not specifically inform the Company in writing that you are going to make your óDoc Now Service Fee’ separately to the Company, it is deemed that you have authorized fixed me to deduce oDoc Fee form Doctor’s Fee prior to remitting such fee to your bank account.
  • Payment Refunds
    • You are obliged to refuse the charging of the Doctor’s fee fully or parochially from the oDoc Service Receiver in the events including following events ;
      • You decide that you cannot diagnose the patient without having a physical examination;
      • You decide to cancel a confirmed appointment with the oDoc Service Receiver;
      • You cannot complete the consultation with a patient due to a technical difficulty at you end. You acknowledge that the Company shall have the sole right in identifying at which end the technical failure occurred.
      • Due to your personal preference, you decide not to charge Doctor’s Fee from a patient.
    • Cancellation of oDoc Now Appointments
      • You agree that the oDoc Service Receivers are entitled to cancel the oDoc Now appointments made with you prior to the commencement of a consultation.
    • You are not entitled to disconnect the oDoc Now session, unless the oDoc Service Receiver did not respond to the oDoc Now session continuously for a period of three (03) minutes.

 

 

  1. oDoc EHR
    • Registering Patients in oDoc EHR
      • Every oDoc Service Receiver is a Registered Patient for the purposes of oDoc EHR.
      • If an appointment is made by an oDoc Service Receiver for and on behalf of another Patient, an EHR will be automatically created under their name and you are obliged to update such EHR with the relevant information you gathered from the oDoc Now session.
      • The Company is not responsible for accuracy or reliability of any data or information in any EHR or decisions and inferences made thereunder.
    • Ownership of the Health Records in oDoc EHR
      • You agree that the Registered Patient owns all medical data and information in such person’s EHR.
    • Access Restrictions to oDoc EHR
      • You are allowed access to oDoc EHR only through your oDoc Service Provider Account.
      • You are allowed to view the oDoc EHR of any Registered Patient if such Registered Patient makes an appointment with you through oDoc Now. However, your ability to view oDoc EHR of a Registered Patient in such manner is restricted to a period time shortly prior to the oDoc Now session and shortly after the end of such oDoc Now session.

 

  1. IT EQUIPMENT
    • The Company may provide you with the necessary IT equipment for the purposes of carrying out your Services as an oDoc Service Provider.
    • In the event the Company does provide you with IT equipment it shall be in accordance with the terms and conditions for the acceptance and use of such IT equipment, at the time of acceptance of such equipment without prejudice to rights vested on the Company under Section 11.6 below.
    • In the event the Company provides you with IT equipment you shall return any and all such equipment within two (02) working days of any request made by the Company for the same.

 

  1. Disclaimers; Limitation of Liability; Indemnity
    • Warranty & Disclaimers
      • You warrant that you are entitled to perform the services you will perform using oDoc Services under laws of Sri Lanka.
      • You warrant that you will not allow for a conflict of the commitment of time between any public sector medical care you have professionally committed to and Services provided on oDoc as contemplated by this Agreement.
      • The Company warrants that it will take all reasonably possible efforts to provide oDoc Services in a reasonable level of skill and care.
      • The Company provides the oDoc Service “As Is”. Other than as expressly set out in the Terms of this Agreement, the Company does not make any specific warranties about oDoc Service, its functionality, features, accuracy, availability, reliability, security, ability to meet your specific needs or non infrangibility of other persons rights.
      • Further, the Company exclude all implied warranties provided by law including the implied warranties of merchantability and fitness for particular purpose to the extent permitted by law.
    • Limitation of Liability
      • When permitted by law, the Company, will not be responsible for lost profits, revenues, or data, financial losses or indirect, special, consequential, exemplary, or punitive damages.
      • The Company shall not be liable for any damages, liability or losses arising out of: (i) your inability to access or use the services; or (ii) any transaction or relationship between you and any third-party provider. The Company shall not be liable for delay or failure in performance resulting from causes beyond the Company’s reasonable control.
      • To the extent permitted by law, the total liability of the Company, for any claims arising under this Agreement or in connection thereto, including for any implied warranties, is limited to the amount you paid the Company, to get access or to use oDoc Service provided by the Company.
      • In all cases, the Company, will not be liable for any loss or damage that is not reasonably foreseeable.
    • Indemnity:
      • You agree to indemnify and hold the Company and its officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees), arising out of or in connection with: (i) your use of oDoc; (ii) services obtained from you by any person through oDoc; (iii) your breach or violation of any of these Terms; (iv) the Company use of your details or any inputs made by you to oDoc; or (iv) your violation of the rights of any third party by your activities at oDoc.

 

  1. Governing Law & Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Sri Lanka and each of the parties submit to the exclusive jurisdiction of the Court of competent authority held in Colombo with regard to any claim or matter arising under this Agreement. For all intents and purposes, the parties to this Agreement are deemed to have entered into it in Colombo.

 

  1. Intellectual Property

The website, www.odoc.life, oDoc Services, and oDoc Mobile App, including but not limited to the source codes, techniques, methodologies, and functionalities thereof will remain the property of the Company. All Intellectual Property owned, acquired, developed by the Company in relation to the website www.odoc.life, oDoc Service, and oDoc Mobile App including all intellectual property rights and goodwill of or associated with the operation of the Company’s business shall continue to be held in the name of the Company.

 

  1. Termination of the Agreement
    • In addition to the events of termination referred in these Terms, this Agreement can be terminated as follows.
    • If you fail to make the required payments by the due date, unless you are exempted from the obligation to pay any such payment under Clause 12, this Agreement will be ipso facto
    • The Company is entitled to terminate this Agreement, without assigning any reason, by giving thirty (30) days’ notice to you.
    • You may terminate this Agreement for convenience with thirty (30) days written notice to the Company.
    • If this Agreement is terminated in any manner provided in these Terms, the Company is liable to refund any unutilized oDoc Access Subscription payments, if any, and/or return all money, collected for and/or on your behalf by the Company as at the date of termination, to you.
    • Upon termination of this Agreement, you shall immediately hand over all items and equipment given to you by the Company to perform you services through oDoc.

 

  1. Data Protection and Privacy Policy
    • You are subjected to the Data Protection and Privacy Policy of oDoc.
    • Current Data Protection and Privacy Policy of oDoc can be accessed at www.odoc.life.
    • By signing this Agreement you signify you consent to the Data Protection and Privacy Policy of oDoc applicable as at date.
    • Any future alterations, additions, or amendments with regard to the Data Protection and Privacy Policy of oDoc will be notified to you. If you disagree with such alterations, additions, or amendments made to the Data Protection and Privacy Policy of oDoc, you shall immediately terminate this Agreement and oDoc Service Provider Account. Your continuous access or use of oDoc, after the receipt of notice with regard to such alterations, additions, or amendments will be considered as your express consent to such alterations, additions, or amendments.

 

  1. oDoc Promotions
    • The Company may offer various oDoc Promotions time to time for both oDoc Service Providers and oDoc Service Receivers.
    • You are entitled to participate and be benefited from oDoc Promotions by agreeing to Specific Terms and Conditions of respective oDoc Promotion.
    • If there is any conflict between these Terms and the Terms of oDoc Promotion and the Terms of oDoc Promotion shall prevail.

 

  1. Nature of the Contractual Relationship
    • Neither entering into this Agreement with the Company nor use of oDoc Service Provider Account/oDoc shall be deemed to establish any employer employee relationship between the Company and yourself.
    • This Agreement controls the relationship between the Company and you. They do not create any third party beneficiary rights.

 

  1. Advocacy AND GENERAL Obligations
    • Training
      • The Company shall provide you with training on the usage of the platform and this completion of such training shall be mandatory for receiving any benefit under this Agreement.
      • You accept that the time spent on training cannot be billed to the Company.
      • Training shall commence and completed at agreed dates and times between you and the Company.
    • Advocacy
      • You agree to partner with the Community and Social teams of the Company to drive enthusiastic word-of-mouth advocacy among our platform.
    • You agree not to provide your services by joining any other online platform for the duration of this Agreement between you and the Company.
    • You shall further identify and engage licensed Service Providers to join the oDoc platform.
    • You shall be a resource for new Service Providers and you shall further publish medical articles and journals for the furthering of knowledge base within the oDoc.

 

  1. General Terms
    • Notices: All notices to be given under this Agreement will be sent to oDoc Service Provider Account or to the email address provided by you.
    • When you register with oDoc, you must do so using accurate data, maintain and update such information as and when it changes. You agree to receive text messages, push notifications, calls and/or emails (from us or our third-party providers) with codes to register for our Services.
    • Variation. All additions, alterations or amendments to this Agreement will be effective and enforceable unless you signify your disagreement thereto in writing or any other specific manner oDoc Service Provider Account allows you to notify your disagreement. If the additions, alterations or amendments is a necessary to maintain the uniformity and standards of oDoc, or it is not technically feasible to allow you to continue with oDoc Service Provider Account without your consent to such addition, alteration or amendment to this Agreement, by notifying or disagreement in the manner set out above you signify your consent to terminate this Agreement and oDoc Service Provider Account.
    • Severabilit Should any provision of this Agreement become illegal, invalid or unenforceable, such illegality, invalidity or unenforceability shall not affect or impair the legality, validity or enforceability of any other provision of this Agreement which shall remain entirely legal, valid and enforceable.
    • Entire Agreement. This Agreement, and Policies referred hereunder constitutes the entire agreement between you and the Company in respect of the subject matter hereof and supersedes all prior agreements and undertakings, both oral and written, among the Parties, or any of them, in respect of such subject matter. No such prior agreement or undertaking may contradict, vary or supplement this Agreement.
    • Assignment. You are not entitled to assign your rights and obligations under this Agreement to any party. The Company is entitled to assign all its rights and obligations under this Agreement to party, by giving a prior notice to you through oDoc or any other means selected by the Company If you disagree with such assignment of rights and obligations you shall immediately terminate the Contract and oDoc Service Provider Account. If you access or use oDoc or your oDoc Service Provider Account after receiving the notice of Assignment, such notice action will be considered as your express consent to the notified assignment.
    • The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.
    • Noting shall be considered as a waiver of any provision of this Agreement unless it is expressly made in writing by the Company.
    • Force majeure: Neither Party shall be deemed in default hereunder, nor shall it hold the other Party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, or boycott, cyber attack, unavailability of internet services, fatal system failure provided that the Party relying upon this Section shall have given the other Party written notice thereof at the earliest convenient time.

ODOC SERVICE RETENTION AGREEMENT

PlEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING AND SIGNIFY YOUR consent.

This Agreement is made and entered into by and between YOU (hereinafter sometimes referred to as ‘oDoc Service Provider’ or ‘You’) and ODOC (Private) Limited, a company duly incorporated under the laws of Sri Lanka bearing Registration No. P.V. 114128 and having its Registered Office at 177, Galle Road, Colombo 03 (hereinafter referred to as ‘the Company’ which term shall, where the context so requires or admits, include the said oDoc (Private) Limited and its successors and assigns)

(collectively referred to as the “Parties” and each individually as a “Party”),

WITNESSETH THAT

WHEREAS:

  1. The Company is the developer and owner of the online electronic platform, named ‘oDoc’ (as morefully defined herein), which allows doctors to provide their professional services through a web interface;

 

  1. You, being a Medical Doctor legally eligible to practice in Sri Lanka, intends to obtain access to ‘oDoc’ and procure ‘oDoc Services’ (as morefully defined herein) offered by the Company in order to provide your professional services to any patient using the facilities and software applications operated within oDoc; and

 

  1. The Company agrees to grant access to and provide its oDoc Services to you in term of this Agreement.

 

NOW THEREFORE, in consideration of the provisions set out herein, the Parties agree as follows;

  1. Definition
    • ‘oDoc’ means an electronic platform developed, provided and maintained by the Company which consists of data, information, and various computer programs, accessible through an oDoc Service Provider Account or an oDoc Service Receiver Account.
    • oDoc Services’ means the provision of the availability of and access to ‘Service Applications’ on oDoc, on demand by the oDoc Service Providers and/or oDoc Service Receivers.
    • oDoc Service Provider’ means any qualified person who entered into an agreement with the Company to obtain access to oDoc and procure oDoc Services to provide his/her healthcare services through an oDoc Service Provider Account.
    • ‘oDoc Service Provider Account’ means the User Interface provided to each oDoc Service Provider to access and use oDoc.
    • ‘oDoc Service Receiver Account’ means the User Interface provided to each oDoc Service Receiver to access and use oDoc.
    • oDoc Service Receiver’ means any person who entered into an agreement with the Company to procure oDoc Services to receive his/her healthcare services from an ‘oDoc Service Provider’ through his/her oDoc Service Receiver Account.
    • ‘Service Application’ means a computer program which operates on oDoc that enables oDoc Service Providers to provide their professional services to any person who seeks such services through an oDoc Service Provider Account or oDoc Service Receiver Account.
    • oDoc Now’ means a computer program operated within oDoc which allows oDoc Service Receivers to have medical consultations through a video and/or audio link with any oDoc Service Provider active at the time of access.
    • oDoc EHR’ means a computer program that operates within oDoc, which can be used to create, access and maintain a health record, which consists of following data and information with regard to a Patient.

 

Patient’s Personal Details (Name, Address, Contact Number, etc.)

Tracking Code for each Individual Patient

Medical Records and Lab Reports of the Patient

Prescriptions Issued to Patient

Consultation Notes made for the – Patient

Consultation History of the -Patient

Health Background of the -Patient

Regular Medication, Allergies and Vaccinations of the Patient

Any other information relating to the Patient or a health service received by a patient

 
  • oDoc Access Subscription” means the monthly subscription payment which may be required to be paid by oDoc Service Providers and oDoc Service Receivers in order to maintain access to oDoc.
  • Doctor’s Fee’ means the professional fee charged by ‘oDoc Service Providers’ from ‘oDoc Service Receivers’ for their professional services using oDoc Now Service Application.
  • ODoc Fee’ means the service charge payable by the ‘oDoc Service Providers’ to the Company for the use of oDoc Now Service Application.
  • Registered Patient’ means any person who has an EHR under such person’s name.
  • EHR’ means an Electronic Health Record created in oDoc using oDoc EHR
  • oDoc Promotion’ means any commercial inducement given to oDoc Service Providers or oDoc Service Receivers by the Company to use oDoc.
  • oDoc Mobile App’ means the mobile software application which connects the oDoc Service Receiver to oDoc and enable such person to obtain medical, health or related services from any oDoc Service  Providers using his/her mobile phone.
  • Guidelines For Doctors” means guidelines and rules to be followed by an oDoc Service Provider, which are published on www.odoc.life.

 

  1. Obligations of the Parites
    • You agree to obtain access to oDoc and procure oDoc Services from the Company; and
    • The Company agrees to grant access to oDoc and provide to its oDoc Services to you in terms of this Agreement.

 

  1. Access to oDoc
    • Access to oDoc is the key for procuring any oDoc Service offered within oDoc.
    • You shall access oDoc only through your ‘oDoc Service Provider Account’.
    • Upon signing this Agreement and providing all necessary information required, you will become an ‘oDoc Service Provider’ and will be entitled to Sign Up for your ‘oDoc Service Provider Account’.
    • Once the Sign Up process is completed, you will be given access to your oDoc Service Provider Account. Your oDoc Service Provider Account ‘username’ and ‘password’ are confidential information and you are responsible for maintaining its secrecy.
    • At all times material, you shall keep the ‘username’ and ‘password’ in your custody and it shall not be transferred to any other person. You are advised to not to mention your ‘username’ or ‘password’ in any correspondence you have with the Company.
    • Every time, your ‘username’ and ‘password’ is entered to log in to your oDoc Service Provider Account, it is deemed and recorded that you have personally entered and log in to your oDoc Service Provider Account.
    • You are personally responsible and will be held liable for all activities occurred and all service provided through your oDoc Service Provider Account.
    • Requirement to make oDoc Access Subscription Payment
      • The Company reserves the right to charge oDoc Access Subscription from you. The Company is entitled to exercise this right any time it deems fit by giving 30 days prior notice to you.
      • After the Company’s notification of exercising the aforesaid right, you shall pay oDoc Access Subscription as provided by the Company.
    • Identity Disclosure
      • Your identity will be disclosed to all persons who request your services through oDoc or who refer your inputs on oDoc.
      • YOU ARE RESPONSIBLE FOR THE PERSONALLY IDENTIFIABLE INFORMATION PROVIDED BY YOU AND MAINTAINED BY YOU PERTAINING TO YOUR PROFESSIONAL PROFILE AND QUALIFICATIONS.
      • In the event there are any changes to the information provided by you, you shall immediately inform the company in writing of the changes to be made to your professional profile and qualifications.
    • Misuse of Your Account
      • The Company has the right to completely terminate or temporarily deactivate any oDoc Service Provider Account, without any prior notice, for misuse of such oDoc Service Provider Account.
      • The misuse of an oDoc Service Provider Account includes but is not limited to, provision of false advice or information, violation of ethics and laws imposed by any statute or any governing body, violation of intellectual property rights of other parties, use of abusive language, use of the Account to discredit another oDoc Service Provider.
    • The Company has full authority and right to terminate or suspend your oDoc Service Provider Account, without providing any reasons, after giving a written notice of Twenty Four (24) hours prior to such termination or suspension.

 

 

  1. oDOC Services
    • You agree to procure oDoc Services from the Company upon making the applicable payments, if any.
    • Upon your procurement of oDoc Services, the Company agrees to provide oDoc Services relating to following Service Applications;
  2. oDoc Now
  3. oDoc EHR
    • You must not access Service Applications except through your oDoc Service Provider Account.
    • The Company does not provide you any service other than oDoc Services as morefully provided in this Agreement.

 

  1. oDoc Now Service Application
    • You agree that in the event it is in your professional opinion that a patient requires a physical consultation in order to be diagnosed or treated, you shall inform such a patient and end the consultation.
    • You shall adhere to the Guidelines For Doctors, which are published on www.odoc.life with regard to your conduct and practice and it shall be part and parcel of this Agreement. The Company is entitled to amend the Guidelines For Doctors at any time with notice to you. You are also obliged to visit the relevant page in odoc.life regularly and make yourself aware of any changes made to Guidelines for Doctors published therein.  If you do not agree with the Guidelines for Doctors and/or any amendment made to the Guidelines for Doctors, you must immediately inform such disagreement in writing to the Company. Any such disagreement, unless allowed by the Company in writing, shall be considered as a Notice for Termination of this Agreement under Clause 11.4.
    • In the event you are a medical practitioner providing professional services in the Public Sector, you agree that you shall not provide Services in the capacity of an oDoc Service Provider during the hours you are in Public service.
    • You acknowledge that it is at the Company’s sole discretion that registered doctors would be provided access to practice on oDoc.
    • oDoc Now Appointments and Video/Audio Medical Consultations
      • In order to receive appointments from oDoc Service Receivers, you shall log in to your oDoc Service Provider Account and indicate your availability to receive such appointments.
      • If an oDoc Service Receiver choses to consult you, you will receive a notification on your oDoc Service Provider Account and such person will be added to your appointment list/queue.
      • You acknowledge there may be instances where the Patient who obtains your medical advice via the oDoc Mobile App may not be the oDoc Service Receiver who made the appointment but a member of the family of such an oDoc Service Receiver who has created a Family Member Account.
      • Upon acceptance of an appointment, you are,
  1. Obliged to provide medical advice and treatment where appropriate to the relevant oDoc Service Receiver at least for ten (10) minutes, (unless such oDoc Service Receiver chooses to terminate the consultation prior to the expiry of such period);
  2. Not entitled to disconnect the video/audio link until the entire consultation is concluded.
    • You accept that you shall be personally responsible for all advice you provide or do not provide within your professional capacity d during the oDoc Now Sessions. The Company shall not be held liable for any advice treatment or actions or non-actions provided by you during an oDoc Now session.

 

  • You are obliged to make all your consultation notes, prescriptions (if any), etc. with regard to your oDoc Now sessions in the Registered Patient’s EHR.
  • If the Patient who obtained your medical advice is not the oDoc Service Receiver who made the appointment, and such Patient is also not a Registered Patient, the consultation notes, prescriptions shall not be issued to such Patient.
  • You are entitled to recover and access any consultation notes you made with regard to any of your patients during any oDoc Now session conducted by you for a brief period of time post the consultation.
  • All notes, prescriptions made by you on behalf of a Registered Patient will be accessible by any future oDoc Service provider, who shall conduct future consultations with such Registered Patient. You acknowledge that access to this is limited and it will be available to other oDoc Service Providers only on a time bound basis in any future oDoc Now sessions.
  • Anonymous Consultations
    • An oDoc Service Receiver can request to consult you by way of an Anonymous Consultation where patient information will not be provided to you.
    • Under this mode of consultations, the oDoc Service Receiver is not entitled to receive a prescription after the Odoc Now session.

You acknowledge and agree that recording of the audio or video of a consultation is a violation of these Terms and you are not entitle to carry out any such activity.

  • Payments
    • You are entitled to receive the ‘Doctor’s Fee’ of each and every oDoc Now session you conduct.
    • The Doctor’s Fee shall be revised periodically and with a weekly notice to you. The Doctor’s Fee schedule shall be provided to you prior to your consultation sessions.
    • You are obliged to pay ‘oDoc Fee’ with regard to each and every oDoc Now session for the oDoc Service you obtained using ‘oDoc Now’ Service Application. Provided that the obligation under this clause will only be applicable to you upon a formal written notice to that effect by the Company 15 days prior to the activation of changing of such fee.
    • You authorize the Company to collect ‘Doctor’s Fee’, on your behalf, from the oDoc Service Receiver of each and every oDoc Now session and remit it your given bank account within 30 (thirty) days from the session.
    • In the event an ‘oDoc Now Service Fee’ is charged from you in terms of clause 5.6.3, you have the option of authorizing the Company to deduct ‘oDoc Fee’ from the ‘Doctor’s Fee prior to remitting such fee to your given bank account. If you do not specifically inform the Company in writing that you are going to make your óDoc Now Service Fee’ separately to the Company, it is deemed that you have authorized fixed me to deduce oDoc Fee form Doctor’s Fee prior to remitting such fee to your bank account.
  • Payment Refunds
    • You are obliged to refuse the charging of the Doctor’s fee fully or parochially from the oDoc Service Receiver in the events including following events ;
      • You decide that you cannot diagnose the patient without having a physical examination;
      • You decide to cancel a confirmed appointment with the oDoc Service Receiver;
      • You cannot complete the consultation with a patient due to a technical difficulty at you end. You acknowledge that the Company shall have the sole right in identifying at which end the technical failure occurred.
      • Due to your personal preference, you decide not to charge Doctor’s Fee from a patient.
    • Cancellation of oDoc Now Appointments
      • You agree that the oDoc Service Receivers are entitled to cancel the oDoc Now appointments made with you prior to the commencement of a consultation.
    • You are not entitled to disconnect the oDoc Now session, unless the oDoc Service Receiver did not respond to the oDoc Now session continuously for a period of three (03) minutes.

 

 

  1. oDoc EHR
    • Registering Patients in oDoc EHR
      • Every oDoc Service Receiver is a Registered Patient for the purposes of oDoc EHR.
      • If an appointment is made by an oDoc Service Receiver for and on behalf of another Patient, an EHR will be automatically created under their name and you are obliged to update such EHR with the relevant information you gathered from the oDoc Now session.
      • The Company is not responsible for accuracy or reliability of any data or information in any EHR or decisions and inferences made thereunder.
    • Ownership of the Health Records in oDoc EHR
      • You agree that the Registered Patient owns all medical data and information in such person’s EHR.
    • Access Restrictions to oDoc EHR
      • You are allowed access to oDoc EHR only through your oDoc Service Provider Account.
      • You are allowed to view the oDoc EHR of any Registered Patient if such Registered Patient makes an appointment with you through oDoc Now. However, your ability to view oDoc EHR of a Registered Patient in such manner is restricted to a period time shortly prior to the oDoc Now session and shortly after the end of such oDoc Now session.

 

  1. IT EQUIPMENT
    • The Company may provide you with the necessary IT equipment for the purposes of carrying out your Services as an oDoc Service Provider.
    • In the event the Company does provide you with IT equipment it shall be in accordance with the terms and conditions for the acceptance and use of such IT equipment, at the time of acceptance of such equipment without prejudice to rights vested on the Company under Section 11.6 below.
    • In the event the Company provides you with IT equipment you shall return any and all such equipment within two (02) working days of any request made by the Company for the same.

 

  1. Disclaimers; Limitation of Liability; Indemnity
    • Warranty & Disclaimers
      • You warrant that you are entitled to perform the services you will perform using oDoc Services under laws of Sri Lanka.
      • You warrant that you will not allow for a conflict of the commitment of time between any public sector medical care you have professionally committed to and Services provided on oDoc as contemplated by this Agreement.
      • The Company warrants that it will take all reasonably possible efforts to provide oDoc Services in a reasonable level of skill and care.
      • The Company provides the oDoc Service “As Is”. Other than as expressly set out in the Terms of this Agreement, the Company does not make any specific warranties about oDoc Service, its functionality, features, accuracy, availability, reliability, security, ability to meet your specific needs or non infrangibility of other persons rights.
      • Further, the Company exclude all implied warranties provided by law including the implied warranties of merchantability and fitness for particular purpose to the extent permitted by law.
    • Limitation of Liability
      • When permitted by law, the Company, will not be responsible for lost profits, revenues, or data, financial losses or indirect, special, consequential, exemplary, or punitive damages.
      • The Company shall not be liable for any damages, liability or losses arising out of: (i) your inability to access or use the services; or (ii) any transaction or relationship between you and any third-party provider. The Company shall not be liable for delay or failure in performance resulting from causes beyond the Company’s reasonable control.
      • To the extent permitted by law, the total liability of the Company, for any claims arising under this Agreement or in connection thereto, including for any implied warranties, is limited to the amount you paid the Company, to get access or to use oDoc Service provided by the Company.
      • In all cases, the Company, will not be liable for any loss or damage that is not reasonably foreseeable.
    • Indemnity:
      • You agree to indemnify and hold the Company and its officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees), arising out of or in connection with: (i) your use of oDoc; (ii) services obtained from you by any person through oDoc; (iii) your breach or violation of any of these Terms; (iv) the Company use of your details or any inputs made by you to oDoc; or (iv) your violation of the rights of any third party by your activities at oDoc.

 

  1. Governing Law & Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Sri Lanka and each of the parties submit to the exclusive jurisdiction of the Court of competent authority held in Colombo with regard to any claim or matter arising under this Agreement. For all intents and purposes, the parties to this Agreement are deemed to have entered into it in Colombo.

 

  1. Intellectual Property

The website, www.odoc.life, oDoc Services, and oDoc Mobile App, including but not limited to the source codes, techniques, methodologies, and functionalities thereof will remain the property of the Company. All Intellectual Property owned, acquired, developed by the Company in relation to the website www.odoc.life, oDoc Service, and oDoc Mobile App including all intellectual property rights and goodwill of or associated with the operation of the Company’s business shall continue to be held in the name of the Company.

 

  1. Termination of the Agreement
    • In addition to the events of termination referred in these Terms, this Agreement can be terminated as follows.
    • If you fail to make the required payments by the due date, unless you are exempted from the obligation to pay any such payment under Clause 12, this Agreement will be ipso facto
    • The Company is entitled to terminate this Agreement, without assigning any reason, by giving thirty (30) days’ notice to you.
    • You may terminate this Agreement for convenience with thirty (30) days written notice to the Company.
    • If this Agreement is terminated in any manner provided in these Terms, the Company is liable to refund any unutilized oDoc Access Subscription payments, if any, and/or return all money, collected for and/or on your behalf by the Company as at the date of termination, to you.
    • Upon termination of this Agreement, you shall immediately hand over all items and equipment given to you by the Company to perform you services through oDoc.

 

  1. Data Protection and Privacy Policy
    • You are subjected to the Data Protection and Privacy Policy of oDoc.
    • Current Data Protection and Privacy Policy of oDoc can be accessed at www.odoc.life.
    • By signing this Agreement you signify you consent to the Data Protection and Privacy Policy of oDoc applicable as at date.
    • Any future alterations, additions, or amendments with regard to the Data Protection and Privacy Policy of oDoc will be notified to you. If you disagree with such alterations, additions, or amendments made to the Data Protection and Privacy Policy of oDoc, you shall immediately terminate this Agreement and oDoc Service Provider Account. Your continuous access or use of oDoc, after the receipt of notice with regard to such alterations, additions, or amendments will be considered as your express consent to such alterations, additions, or amendments.

 

  1. oDoc Promotions
    • The Company may offer various oDoc Promotions time to time for both oDoc Service Providers and oDoc Service Receivers.
    • You are entitled to participate and be benefited from oDoc Promotions by agreeing to Specific Terms and Conditions of respective oDoc Promotion.
    • If there is any conflict between these Terms and the Terms of oDoc Promotion and the Terms of oDoc Promotion shall prevail.

 

  1. Nature of the Contractual Relationship
    • Neither entering into this Agreement with the Company nor use of oDoc Service Provider Account/oDoc shall be deemed to establish any employer employee relationship between the Company and yourself.
    • This Agreement controls the relationship between the Company and you. They do not create any third party beneficiary rights.

 

  1. Advocacy AND GENERAL Obligations
    • Training
      • The Company shall provide you with training on the usage of the platform and this completion of such training shall be mandatory for receiving any benefit under this Agreement.
      • You accept that the time spent on training cannot be billed to the Company.
      • Training shall commence and completed at agreed dates and times between you and the Company.
    • Advocacy
      • You agree to partner with the Community and Social teams of the Company to drive enthusiastic word-of-mouth advocacy among our platform.
    • You agree not to provide your services by joining any other online platform for the duration of this Agreement between you and the Company.
    • You shall further identify and engage licensed Service Providers to join the oDoc platform.
    • You shall be a resource for new Service Providers and you shall further publish medical articles and journals for the furthering of knowledge base within the oDoc.

 

  1. General Terms
    • Notices: All notices to be given under this Agreement will be sent to oDoc Service Provider Account or to the email address provided by you.
    • When you register with oDoc, you must do so using accurate data, maintain and update such information as and when it changes. You agree to receive text messages, push notifications, calls and/or emails (from us or our third-party providers) with codes to register for our Services.
    • Variation. All additions, alterations or amendments to this Agreement will be effective and enforceable unless you signify your disagreement thereto in writing or any other specific manner oDoc Service Provider Account allows you to notify your disagreement. If the additions, alterations or amendments is a necessary to maintain the uniformity and standards of oDoc, or it is not technically feasible to allow you to continue with oDoc Service Provider Account without your consent to such addition, alteration or amendment to this Agreement, by notifying or disagreement in the manner set out above you signify your consent to terminate this Agreement and oDoc Service Provider Account.
    • Severabilit Should any provision of this Agreement become illegal, invalid or unenforceable, such illegality, invalidity or unenforceability shall not affect or impair the legality, validity or enforceability of any other provision of this Agreement which shall remain entirely legal, valid and enforceable.
    • Entire Agreement. This Agreement, and Policies referred hereunder constitutes the entire agreement between you and the Company in respect of the subject matter hereof and supersedes all prior agreements and undertakings, both oral and written, among the Parties, or any of them, in respect of such subject matter. No such prior agreement or undertaking may contradict, vary or supplement this Agreement.
    • Assignment. You are not entitled to assign your rights and obligations under this Agreement to any party. The Company is entitled to assign all its rights and obligations under this Agreement to party, by giving a prior notice to you through oDoc or any other means selected by the Company If you disagree with such assignment of rights and obligations you shall immediately terminate the Contract and oDoc Service Provider Account. If you access or use oDoc or your oDoc Service Provider Account after receiving the notice of Assignment, such notice action will be considered as your express consent to the notified assignment.
    • The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.
    • Noting shall be considered as a waiver of any provision of this Agreement unless it is expressly made in writing by the Company.
    • Force majeure: Neither Party shall be deemed in default hereunder, nor shall it hold the other Party responsible for, any cessation, interruption or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, or boycott, cyber attack, unavailability of internet services, fatal system failure provided that the Party relying upon this Section shall have given the other Party written notice thereof at the earliest convenient time.