Practitioner T&C

TERMS OF SERVICE

Last updated 28 November, 2019

AGREEEMENT TO TERMS

These General Terms and Conditions (hereinafter referred to as the “General Terms and Conditions or Agreement”) set forth the main terms, conditions and agreements between You (the Physician) and DRO Health Limited (hereinafter referred to as “DRO Health), applying to and governing your usage of the DRO Health Platform and the DRO Health Telemedicine Services as an Independent Contractor.

Recital

Whereas DRO Health is a company duly registered under the Laws of Nigeria to provide telemedicine services through its DRO Health Platform.

• Whereas you are desirous of providing telemedicine services on the DRO Health Platform as an independent contractor, to patients subscribed to the DRO Health Platform.
• NOW this Agreement Witnesses as follows:

Commencement and Effective Date

In order to provide the DRO Health Telemedicine Services via the DRO Health Platform, you must agree to the terms and conditions that are set forth below.

By logging into the DRO Health Platform and using your DRO Health Physician Account to provide DRO Health Telemedicine Services, you hereby signify your acceptance of all the clauses in these General Terms and Conditions and the agreements set forth herein shall commence on the date you log into the DRO Health Platform.

Entry into Agreement

Prior to using the DRO Health Platform, you must sign up by providing the requested information in the signup application on DRO Health’s website and uploading necessary documentation as required by DRO Health. Upon successful completion of the signup application, DRO Health will provide you with a personal account accessible via a username and password.

After submitting the signup application, you will receive an e-mail with additional conditions that must be met in order to be on the DRO Health Platform. These conditions may include providing proof of medical qualification, lack of criminal record, and other conditions as prescribed in the pertinent e-mail. Failure to comply with the prescribed conditions and requirements may result in termination of this Agreement and right to use any DRO Health Service.

Representation and Warranties

By logging into the DRO Health Platform and using your DRO Health Physician Account to provide DRO Health Telemedicine Services, you represent and warrant that:

1. Pursuant to valid legal statutes and laws, you have the capacity to enter into an agreement with DRO Health to use the DRO Health Platform for providing DRO Health Telemedicine Services; you have carefully studied, fully understood and agree to be bound by these General Terms and Conditions, including all obligations that may arise herein and from this Agreement;
2. all information you have presented to us are accurate, complete and correct;
3. You will keep the details in your DRO Health Physician Account accurate and the profile information contained therein updated at all times;
4. You will not authorize other persons to use your DRO Health Physician Account or transfer or assign it to a third party;
5. You will not use your DRO Health Platform and the DRO Health Telemedicine Services for unauthorized or unlawful purposes and/or impair the proper operation of the DRO Health Telemedicine Services;
6. At all times, you shall fully comply with all laws and regulations applicable in Nigeria, including (but not limited to) laws regulating medical practice;

Right to Use DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account

DRO Health hereby grant you a license to use the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account. The license does not grant you the right to sublicense or transfer any rights to a third person.

In the course of using the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account you shall not:

1. In the course of using the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account you shall not:
2. modify the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account in any manner or form or to use modified versions of the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account;
3. transmit files that contain viruses, corrupted files, or any other programs that may damage or adversely affect the operations of the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account;
4. attempt to gain unauthorized access to the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account or any other DRO Health Services.

The License granted herein revokes automatically and simultaneously on termination of this Agreement. After termination of this Agreement you must immediately stop using the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account and DRO Health is entitled to block and delete your account without a prior notice for any reason whatsoever.

Additionally, DRO Health may give you tags, labels, stickers or other signs that refer to the DRO Health brand or otherwise indicate that you are using the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account. DRO Health grants you a non-exclusive, non-sub-licensable, non-transferable license to use such signs and only for the purpose of indicating that you are providing DRO Health Telemedicine Services via the DRO Health Platform. After termination of the Agreement you must immediately remove and discard any signs that refer to the DRO Health brand.

All intellectual property (including copyrights, patents and trade marks) including source code, databases, logos and visual designs are owned by DRO Health and protected by Nigerian copyright, trademark and/or trade secret laws and international treaty provisions. By using the DRO Health Platform or any other DRO Health Services you do not acquire any rights of ownership of any intellectual property.

Providing the Physician Services

By this General Terms and Conditions, you agree to:

1. Conduct a medical consult via telecommunications to assess the patient’s medical needs; and
2. Based upon the medical consult, respond as follows:
   
   • Determine that the patient’s condition is a life-threatening emergency, and direct the patient to the nearest emergency facility; or
   • Determine that the patient’s condition is not a life-threatening emergency, and advise the patient how to treat the condition, prescribe medication as necessary, and advise on follow up with medical providers as needed;
3. Provide a summary of each encounter to DRO Health and meet any DRO Health staff as may be required from time to time;
4. Maintain a patient record for telemedicine encounters in accordance with medical standards of practice and in compliance with all laws regarding patient privacy, confidentiality, informed consent and record keeping;

You hereby guarantee to provide the telemedicine services in accordance with this Agreement as well as laws and regulations applicable in Nigeria. You are fully liable for any violation of any Nigerian laws and regulations as may arise from providing the telemedicine services.

You must have all licenses (medical license), permits, insurance, registrations, certifications and other documentation that are required in Nigeria for providing medical services. It is your obligation to maintain the validity of all aforementioned documentation. DRO Health reserves the right to require you to present evidence and submit for review all the necessary licenses, permits, approvals, authority, registrations and certifications.

You must provide telemedicine services in a professional manner and in accordance with the medical ethics in Nigeria and endeavour to perform the services in the best interest of the patient.

Liabilities

You hereby acknowledge and agree that at all times, you are providing all the services mentioned in this Agreement and on the DRO Health Platform or any other DRO Health Services as an independent contractor with respect to patients and you shall bear all liability arising therefrom. This Agreement totally absolves DRO Health of all liabilities that may arise in whatever form from your diagnosis, advise and prescription to a patient and you bear total responsibility in this regard to the exclusion of DRO Health;

You hereby agree to indemnify DRO Health in full for any liability in whatever form from a patient or any other person arising from your usage of the DRO Health Platform or any other DRO Health Services including but not limited to your diagnosis, advise and prescription to a patient;

The DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account are provided on an “as is” and “as available” basis. DRO Health does not represent, warrant or guarantee that access to DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account will be uninterrupted or error free. As the usage of DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account for requesting telemedicine services depends on the behaviour of patients, DRO Health does not guarantee that your usage of the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account will result in any telemedicine service requests from patients; DRO Health shall not be liable for the actions or non-actions of the patient.

DRO Health is not liable for any loss or damage that you may incur as a result of using the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account;

You shall be fully liable for breach of this Agreement or any other applicable laws or regulations and must stop and remedy such breach immediately upon receipt of a compliance demand from DRO Health or any state authority. You shall indemnify DRO Health for any direct and/or indirect loss and/or damage, loss of profits, expense, penalty, fine that we may incur in connection with your breach of this Agreement and laws and regulations.

If any patient presents any claims against DRO Health in connection with your provision of telemedicine services, then you shall compensate such damage to DRO Health in full within 7 (seven) days of your receipt of the request from DRO Health. In case DRO Health is entitled to present any claims against you, then you shall compensate DRO Health of all legal cost and fees relating to such an action.

You acknowledge that no employment agreement nor an employment relationship has been or will be established between you and DRO Health. You also acknowledge that no joint venture or partnership exists between you and DRO Health. You shall not act as an employee, agent or representative of DRO Health nor bind any contract on behalf of DRO Health.

You shall not transfer your rights and obligations deriving from this Agreement to any third party.

Physician’s Fees

As compensation for the telemedicine services provided by you to the patient, DRO Health shall remit the fees paid by the patient(s) who you have attended to and shall make the requisite payments into your designated account two times in a month. These remittances shall be made after DRO Health has deducted its service charge in the amount/percentage which shall be communicated to you from time to time.

You are by this Agreement deemed to have agreed to all deductions and service charges (and any changes made thereto) made by DRO Health and totally waived all your rights to bring any form of action against DRO Health in respect of any of these deductions and remittances.

Amendments

Any changes to this Agreement or Physician’s Fees shall enter into force after they have been made available to you via e-mail, DRO Health Platform or your DRO Health Physician Account and you have continued to provide the telemedicine services. If you continue to use any DRO Health Services, you shall be deemed to have accepted the revised conditions.

You are obliged to immediately notify us of any changes to your contact information.

Termination

You may terminate the Agreement at any time by notifying DRO Health at least 7 (seven) days in advance, after which your right to use the DRO Health Platform, DRO Health Telemedicine Services and DRO Health Physician Account shall terminate. DRO Health may terminate the Agreement at any time and for any reason at the sole discretion of DRO Health, without any prior notification.

Applicable Law and Jurisdiction

This Agreement shall be governed by and construed and enforced in accordance with the laws of Nigeria.

If any dispute resulting from this Agreement is not settled amicably by negotiations, the dispute shall be resolved by Arbitration in accordance with the Arbitration and Conciliation Act of Nigeria. The seat of arbitration shall be in the United States of America.

CONTACT US

In order to resolve a complaint or question regarding this Physician Terms & Conditions, contact us at:

DRO Health Limited
Urban Hive
639 Akin Adesola Street
Victoria Island
Lagos, Nigeria

contact@drohealth.com or liaison@drohealth.com