These Terms and Conditions of Use (“Terms”), together with the Policies, constitute a legally binding agreement between the User and HudsonSide Health, a healthcare intermediary platform owned, operated and controlled by Vance Healthcare India Private Limited (“Vance India”), unless expressly specified otherwise in writing for a specific Service.
These Terms govern access to and use of the website www.hudsonsidehealth.com, the HudsonSide Health brand/service, and all associated services, platforms, applications, content, communications and documentation made available in India by or through Vance India, whether accessed online, offline, by telephone, WhatsApp, email, audio or video consultation, in-person coordination or otherwise.
HudsonSide Health is a brand/service offering owned, operated and controlled in India by Vance Healthcare India Private Limited, a company incorporated under the Companies Act, 2013 and having its registered office in the State of West Bengal, India. References to “Vance Healthcare”, “HudsonSide Health”, “Vance”, “VHC”, “Company”, “we”, “us” or “our” in these Terms mean Vance India, unless expressly stated otherwise for a specific Service or unless the context requires reference to another Protected Party.
HudsonSide Health operates solely as a technology-enabled healthcare co-ordination and facilitation platform. HudsonSide Health is not a hospital, clinic, nursing home, healthcare establishment, medical practice or healthcare provider and does not independently provide medical advice, diagnosis, treatment, prescription services or clinical care. Any medical advice, diagnosis, prescription, treatment recommendation, second opinion, or clinical decision is provided solely by the relevant healthcare professional, Registered Medical Practitioner, specialist, hospital, laboratory or other healthcare service provider, as applicable.
The website www.hudsonsidehealth.com, and its associated services, platforms and content are provided by HudsonSide Health, a healthcare intermediary platform, owned, operated and controlled in India by Vance Healthcare India Private Limited, a company incorporated under the Companies Act, 2013 and having its registered office in the State of West Bengal, India. Vance India is a wholly owned subsidiary of Vance Medical Group Inc. (“Vance US”), a corporation incorporated/registered in the State of New Jersey, United States of America, which has elected S-corporation tax status under applicable U.S. law.
Vance US may provide technology, administrative, advisory, consultancy, professional, operational or group-level support to Vance India. However, Vance US shall not, merely by reason of such support, be deemed to be the contracting entity for Indian Users or the provider of India-facing Services, unless expressly specified otherwise in writing.
For Indian Users, the primary point of contact for the Platform and Services shall be HudsonSide Health, Vance Healthcare India Private Limited, unless expressly specified otherwise in writing. Vance US and its U.S. Physicians may support, advise, review Medical Records, provide advisory inputs, second opinions, peer-to-peer Consultations and other professional inputs to the treating Indian Registered Medical Practitioner and/or the User, subject to Applicable Law. Any such involvement shall be consultative and advisory in nature only and shall not constitute independent diagnosis, treatment, prescription, patient management or the practice of medicine in India.
For the avoidance of doubt, any interaction, review, advisory input, second opinion or peer-to-peer discussion involving any foreign physician, U.S. Physician, specialist or advisor through the Platform shall not, by itself, create a physician-patient relationship, doctor-patient relationship, fiduciary relationship, consensual clinical relationship or legal duty of care between such foreign physician and the User under Indian law.
Where these Terms refer to Vance US, U.S. Physicians, affiliates, subsidiaries, parent entities, group entities, shareholders, directors, officers, founders, employees, contractors, consultants, medical professionals, Caregivers, nurses, service providers, advisors, representatives, licensors, agents or assigns, such references are included only to describe their limited role, identify Protected Parties, allocate risk and responsibility, or address service-specific arrangements. Such references shall not be construed as indicating that all such persons jointly provide medical advice, diagnosis, treatment or healthcare services.
The person accessing, browsing, registering on, paying for, availing, using or attempting to use the Platform or any Services offered through the Platform shall be referred to as “User”, “you”, “your”, “Patient”, “Care Recipient”, “Guardian” or “Representative”, as the context may require.
Where Services involve teleconsultations, healthcare coordination, second-opinion facilitation, Cross-Border Medical Review, hospital admission or discharge coordination, ambulance coordination, emergency escalation support, Medical Records review or healthcare-related interactions, Users may additionally be required to provide separate telemedicine, privacy, healthcare, hospital/admission, emergency-escalation, data-sharing and service-specific consents, declarations or authorisations, which shall form an integral part of these Terms.
PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING, REGISTERING ON, PAYING FOR, OR USING THE PLATFORM OR ANY SERVICES OFFERED THROUGH THE PLATFORM. BY ACCESSING, REGISTERING ON, PAYING FOR, OR USING THE PLATFORM OR ANY SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, ACCEPTED AND AGREED TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY DISCONTINUE ACCESSING OR USING THE PLATFORM OR SERVICES.
1. ACCEPTANCE OF TERMS
1.1
By accessing the Platform, creating an account, booking a Consultation, making payment, uploading Medical Records, communicating with HudsonSide Health, interacting with a Healthcare Professional through the Platform, availing any Care Package, permitting a Caregiver or nurse to attend to you or any patient, using any AI Tool, or otherwise using any Service made available by HudsonSide Health, you expressly agree to these Terms. You further acknowledge and agree that HudsonSide Health merely facilitates such interactions and does not control or assume responsibility for the independent professional judgment exercised by any Indian Healthcare Professionals and, where applicable, U.S. Physicians consulted for advisory second opinions.
1.2
These Terms constitute an electronic record and are generated by a computer system. No physical, electronic or digital signature is required for these Terms to be binding. Your affirmative act of accessing the Platform, creating an account, clicking
“I AGREE”, booking a Service, making payment, uploading Medical Records or otherwise using the Platform or Services shall constitute your acceptance of these Terms and your consent to enter into this agreement electronically.
“I AGREE”, booking a Service, making payment, uploading Medical Records or otherwise using the Platform or Services shall constitute your acceptance of these Terms and your consent to enter into this agreement electronically.
1.3
If you are accessing or using the Platform on behalf of another person, including a minor, elderly person, dependent person, family member, patient, employer, employee, corporate entity, trust, institution or any other person, you represent and warrant that you have full legal authority to act on behalf of such person and, where required under Applicable Law, have obtained all necessary authorisations and consents from such person and bind such person to these Terms.
1.3.1
Where you access or use the Platform on behalf of a minor, incapacitated individual, dependent adult, elderly individual or any person incapable of providing legally valid consent, you represent and warrant that you are duly authorised under Applicable Law to act on behalf of such individual and provide all required consents in connection with the Services.
1.4
You acknowledge that telemedicine and remote healthcare interactions may be subject to limitations arising from the absence of a physical examination, technological disruptions, communication limitations, incomplete information or other factors beyond the control of HudsonSide Health or the Healthcare Professional. You further acknowledge that an in-person consultation, physical examination or emergency medical intervention may be required in appropriate circumstances which are beyond the scope of services provided by HudsonSide Health.
1.5
If you do not have such authority, you shall be solely responsible for all claims, losses, damages, costs, liabilities and consequences arising from your unauthorised access, use, booking, payment, consent or representation.
1.6
HudsonSide Health reserves the right to modify, amend, supplement, replace, suspend, discontinue, withdraw or update these Terms, any of the Policies, any Service, any feature, any Care Package, any pricing, any service provider arrangement, any content, or the Platform itself at any time. Where required by Applicable Law or where reasonably practicable, HudsonSide Health may provide notice of material changes. Such changes shall not affect Services already paid for and confirmed, except where required for legal, regulatory, safety, operational, medical, technical or force majeure reasons.
1.7
Continued access to or use of the Platform after any modification shall constitute your acceptance of the modified Terms.
1.8
HudsonSide Health may notify Users of material changes to these Terms or the Policies through email, SMS, WhatsApp, in-app notification, website notice, dashboard notice or any other reasonable mode of communication, where required by Applicable Law or where reasonably practicable. Non-material, operational, administrative, corrective or clarificatory changes may be made without individual notice. Continued use of the Platform or Services after such update shall constitute acceptance of the updated Terms.
1.9
You acknowledge that HudsonSide Health acts solely as a technology-enabled healthcare coordination and facilitation platform. HudsonSide Health does not practice medicine, provide medical treatment, make clinical decisions, issue prescriptions, guarantee treatment outcomes or otherwise assume responsibility for the professional services rendered by any Healthcare Professional. All diagnoses, treatment plans, prescriptions, second opinions and medical decisions are independently made by the relevant Healthcare Professional. Users acknowledge that HudsonSide Health's role is limited to facilitating communication, coordination, scheduling, record management and related administrative and technological functions.
2. DEFINITIONS
For the purposes of these Terms, unless the context otherwise requires, words importing the singular shall include the plural and vice versa, and references to any defined term shall include its grammatical variations:
2.1
“AI” means artificial intelligence, machine learning, algorithmic, automated, generative AI, predictive, analytical, decision-support, summarisation, transcription, triage or other similar technology-enabled systems or tools.
2.2
“AI Tool” means any tool, feature, functionality, system or workflow using AI that is used, displayed, integrated or made available through the Platform.
2.3
“Applicable Law” means all applicable laws, statutes, rules, regulations, notifications, guidelines, directions, orders, circulars, codes, standards, professional obligations, licensing requirements and judicial or regulatory decisions in force from time to time in India, the United States of America or any other applicable jurisdiction, to the extent applicable to the relevant User, Service, Healthcare Professional, HudsonSide Health Contracting Entity, transaction, data processing activity, cross-border transfer, jurisdiction or subject matter, including without limitation the Information Technology Act, 2000, the rules framed thereunder, the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011, the Digital Personal Data Protection Act, 2023, the Digital Personal Data Protection Rules, 2025, applicable consumer protection laws including the Consumer Protection Act, 2019, the Consumer Protection (E-Commerce) Rules, 2020, the Guidelines for Prevention and Regulation of Dark Patterns, 2023, the Telecom Commercial Communications Customer Preference Regulations, 2018, as amended from time to time, and applicable rules, directions, codes, guidelines and requirements issued by the Telecom Regulatory Authority of India, applicable telemedicine and medical practice laws and guidelines including the Telemedicine Practice Guidelines, 2020, the National Medical Commission Act, 2019, and rules, regulations, guidelines, codes, circulars and directions issued by the National Medical Commission from time to time, applicable professional conduct and medical ethics regulations, applicable pharmacy, drugs and cosmetics laws including the Drugs and Cosmetics Act, 1940, the Drugs and Cosmetics Rules, 1945, the Pharmacy Act, 1948, and applicable diagnostics, clinical establishment, labour, employment, taxation, payment, foreign exchange, privacy, data protection, information technology, telecom, commercial communication, anti-spam, healthcare, home healthcare, dispute resolution and cross-border data transfer laws.
2.4
“Care Package” means any healthcare support package, caregiver support service, nursing service, doctor visit, home care support, chronic care support, elder care support, rehabilitation support, post-hospitalisation support, patient assistance, health monitoring support, Relationship Manager or Care Coordinator support, family communication support, medication reconciliation, escalation protocol support, concierge support, diagnostics coordination, medicine delivery coordination, hospital admission assistance, care coordination, digitalisation or management of Medical Records, or any related service facilitated, coordinated or arranged through the Platform, whether included in a package or provided at additional cost.
2.5
“Caregiver” means any caregiver, nurse, attendant, healthcare worker, home care assistant, coordinator, technician, support staff or other person who may be assigned, introduced, coordinated, engaged or facilitated through the Platform for providing home care, patient assistance, nursing, monitoring or related support. Caregivers may be independent third-party service providers and shall not be deemed employees, agents or representatives of HudsonSide Health solely by reason of being introduced, coordinated or facilitated through the Platform.
2.6
“Consultation” means any consultation, teleconsultation, second opinion, medical discussion, advisory interaction, healthcare interaction, peer-to-peer discussion, doctor-patient interaction, doctor-doctor interaction, review of records, written opinion, video call, audio call, chat consultation, or related interaction facilitated through the Platform between Users and Healthcare Professionals.
2.7
“Cross-Border Medical Review” means the sharing, transfer, disclosure, review, assessment or processing of a User’s Medical Records and other health-related information with or by U.S. Physicians, Vance US, overseas affiliates, overseas consultants, technology service providers or other persons located outside India for the purpose of obtaining advisory medical inputs, second opinions, peer-to-peer guidance, care coordination, record review, quality review, compliance, medico-legal protection or service delivery.
2.8
“Diagnostic Partner” means any laboratory, diagnostic centre, sample collection provider, technician, diagnostic service provider or other third-party provider involved in providing, facilitating or supporting diagnostic services through or in connection with the Platform.
2.9
“Emergency Medical Condition” means any condition requiring immediate in-person medical intervention, emergency treatment, hospitalization or urgent clinical attention, including circumstances where telemedicine consultation may be inappropriate or insufficient.
2.10
“Healthcare Professional” means any doctor, registered medical practitioner, physician, specialist, nurse, Caregiver, therapist, technician, diagnostic provider, pharmacist, medical institution, hospital, clinic, laboratory, healthcare worker, wellness professional or any other person or entity providing or assisting with healthcare-related services in accordance with Applicable Law and within the scope of their respective qualifications, registrations and licences.
2.11
“Hospital Partner” means any hospital, clinic, nursing home, medical centre, day-care centre, emergency facility, rehabilitation centre, healthcare institution, ambulance provider, admission desk, hospital coordinator or other third-party healthcare facility or provider involved in providing, facilitating, coordinating or supporting hospital, admission, discharge, emergency, in-patient, out-patient, procedural, rehabilitation or facility-based services through or in connection with the Platform.
2.12
“Indian Doctor” means a registered medical practitioner qualified and licensed to practise medicine in India in accordance with Applicable Law.
2.13
“Indian User(s)” means any User who accesses, registers on, pays for, books, avails or uses the Platform or Services from India, is resident in India, is located in India at the time of availing the Services, makes payment to Vance India, avails any Service intended to be provided, coordinated, facilitated or consumed in India, or accesses, books or pays for Services on behalf of a Patient, Care Recipient, parent, family member or beneficiary located in India.
2.14
“U.S. Physician” means a physician licensed in one or more states of the United States of America and associated with, engaged by, empanelled with, contracted by or otherwise connected with Vance US or any other relevant U.S. entity, whether as an independent contractor or otherwise. [Note: U.S. Physicians are not represented as being registered medical practitioners licensed to practise medicine in India unless separately registered under Applicable Law. Therefore such US Physician shall only provide advisory or second opinion services only and the treating Indian Healthcare professional remains responsible for diagnosis, prescriptions and treatment in such instances]
2.15
“Medical Opinion” means any opinion, view, assessment, observation, recommendation, plan, note, advisory input, care suggestion, second opinion, peer input, record review or general medical guidance provided by a Healthcare Professional through or in connection with the Platform.
2.16
“Medical Record(s)” means medical records, diagnostic reports, prescriptions, images, scans, videos, consultation notes, case history, symptoms, treatment history, discharge summaries, recordings, transcripts, summaries, care plans and other health-related information submitted, uploaded, shared, generated, processed or made available through or in connection with the Platform.
2.17
“Pharmacy Partner” means any pharmacy, pharmacist, medicine vendor, delivery partner or third-party provider involved in dispensing, supplying, coordinating or delivering medicines through or in connection with the Platform.
2.18
“Platform” means the website, application, software, technology, digital interface, communication channel and associated services operated, controlled, facilitated or coordinated by HudsonSide Health for the purpose of enabling communication, coordination, administration and facilitation of Services.
2.19
“Policies” means the Privacy Policy, Refund Policy, Copyright Policy, Patient Disclaimer, Care Package Consent, Online Second Opinion Disclaimer, and any other policy, consent, declaration, undertaking, disclaimer or document made available, issued, published or updated by HudsonSide Health from time to time.
2.20
“Protected Parties” means Vance India, Vance US, their affiliates, subsidiaries, parent entities, group entities, founders, promoters, shareholders, directors, officers, employees, contractors, consultants, advisors, agents, representatives, doctors, physicians, nurses, Caregivers, Diagnostic Partners, Hospital Partners, Pharmacy Partners, technology providers, licensors, payment partners, successors and assigns. References to Protected Parties shall not be construed as creating any joint obligation to provide medical advice, diagnosis, treatment or healthcare services.
2.21
“Registered Medical Practitioner” or “RMP” means a medical practitioner registered and licensed to practise medicine in accordance with Applicable Law in India.
2.22
“Relationship Manager” or “Care Coordinator” means any non-medical employee, coordinator, relationship manager, operations personnel, service executive, care navigator, patient support representative or support personnel engaged, employed, assigned, introduced or coordinated by HudsonSide Health for non-clinical support, communication, scheduling, documentation, follow-up, escalation, administrative assistance, family communication, hospital liaison, appointment coordination, care navigation, logistics coordination or service support. Relationship Managers and Care Coordinators shall not be treated as Healthcare Professionals merely by reason of providing such support, unless they are separately qualified, licensed and engaged as Healthcare Professionals under Applicable Law.
2.23
“Services” means all services offered, facilitated, coordinated, enabled, arranged or made available by HudsonSide Health through the Platform, including Consultations, second opinions, Care Packages, doctor visits, nurse visits, Relationship Manager visits or calls, Caregiver support, diagnostics coordination, laboratory test coordination, hospital admission coordination, discharge coordination, ambulance coordination, Hospital Partner coordination, medicine delivery coordination, medication reconciliation, out-of-hours telehealth access, escalation protocol support, concierge services, family communication, celebration or special-event coordination, digitalisation and management of Medical Records, corporate wellness, chronic care plans, AI Tools, healthcare coordination and related support. The term "Services" shall not be construed as meaning that HudsonSide Health independently provides medical treatment, diagnosis, prescription services or clinical care.
2.24
“Telemedicine Guidelines” means the Telemedicine Practice Guidelines forming part of the Indian Medical Council (Professional Conduct, Etiquette and Ethics) Regulations, 2002, as amended, modified or replaced from time to time.
2.25
“Third-Party Services” means any services, products, platforms, facilities, tools, laboratories, pharmacies, hospitals, clinics, payment gateways, cloud services, communication tools, software, medical devices, ambulance services, delivery services or healthcare services provided, operated, controlled or made available by a third party and accessed, coordinated or facilitated through or in connection with the Platform.
2.26
“User Content” means all information, documents, Medical Records, prescriptions, reports, images, videos, audio, messages, feedback, instructions, declarations, consents, data and other content uploaded, submitted, transmitted or provided by or on behalf of a User.
2.27
“HudsonSide Health Contracting Entity” means the HudsonSide Health entity with which the User contracts for the relevant Services. For Indian Users, the HudsonSide Health Contracting Entity shall be Vance India, unless expressly specified otherwise in writing. For Indian Users, healthcare consultations facilitated through the Platform shall be provided by independent Healthcare Professionals and not by the HudsonSide Health Contracting Entity itself, unless expressly stated otherwise in writing.
3. NATURE OF THE PLATFORM
3.1
HudsonSide Health operates as a technology-enabled healthcare coordination, facilitation and intermediary platform. HudsonSide Health does not independently provide medical diagnosis, treatment, prescription services, patient management or clinical care.
3.2
To the extent the Platform functions as an intermediary, technology platform, facilitator, online interface or coordinator under Applicable Law, HudsonSide Health shall be entitled to all protections, limitations, safe harbours and defences available under Applicable Law, including applicable provisions of the Information Technology Act, 2000 and rules framed thereunder, subject to HudsonSide Health’s compliance with applicable statutory requirements.
3.3
HudsonSide Health’s role is to facilitate, coordinate, arrange, enable or support access to Healthcare Professionals, Care Packages, second opinions from U.S. Physicians on an advisory basis, Consultations with Indian Doctors, Caregivers, nurses, Diagnostic Partners, Hospital Partners, Pharmacy Partners, chronic care support, corporate wellness programmes, AI Tools, health record management, Cross-Border Medical Review, and other related Services. Any advisory input, second opinion or review provided by a U.S. Physician shall be consultative in nature only and shall not constitute diagnosis, treatment, prescription, patient management or the practice of medicine in India.
3.4
For Indian Users, Vance India shall act as the India-facing technology-enabled healthcare coordination, facilitation and intermediary platform. Vance US may support the Platform through U.S. Physicians, advisory inputs, second opinions, professional review, peer-to-peer medical discussions and overseas medical expertise provided to Indian Doctors and/or Users, subject to Applicable Law, but shall not be deemed to be practising medicine in India or directly providing Indian medical services merely by reason of such advisory involvement. Treatment decisions, diagnoses, prescriptions and patient management decisions in relation to Indian Users shall remain the responsibility of the treating Indian Doctor.
3.4.1
For Indian Users, any Cross-Border Medical Review or second-opinion process facilitated through the Platform shall be undertaken solely for advisory purposes. Any recommendation, assessment or opinion provided by a U.S. Physician shall not be treated as a prescription, diagnosis, treatment direction or patient management instruction. The treating Indian Doctor shall remain responsible for all clinical decisions concerning the User.
3.5
Except where expressly required by Applicable Law or expressly undertaken in writing by HudsonSide Health, HudsonSide Health does not itself practise medicine, provide medical diagnosis, prescribe medication, perform medical procedures, provide emergency medical treatment, operate as a hospital, operate as a walk-in clinic for direct patient treatment, act as a substitute for a treating physician, or guarantee any medical outcome. Medical Opinions, prescriptions, clinical recommendations, diagnostic interpretations and treatment-related decisions, where any, are provided by the relevant Healthcare Professional in their independent professional capacity and not by HudsonSide Health as a corporate entity, except to the extent expressly required under Applicable Law. Where a Consultation involves a U.S. Physician, any opinion rendered by such U.S. Physician shall be advisory only and shall not replace the independent clinical judgment of the treating Indian Doctor.
3.6
Any physician-patient, doctor-patient, caregiver-patient, laboratory-patient, pharmacy-patient or healthcare provider-patient relationship, if created under Applicable Law, shall be between the User and the relevant Healthcare Professional or third-party service provider. No such relationship shall be deemed to arise between the User and HudsonSide Health as a corporate entity merely by reason of HudsonSide Health facilitating, coordinating, scheduling, introducing, enabling, billing for or supporting such Services, except where expressly required by Applicable Law. For the avoidance of doubt, no physician-patient relationship shall be deemed to arise between a User and a U.S. Physician solely by reason of a Cross-Border Medical Review, advisory review or second-opinion process facilitated through the Platform.
3.7
HudsonSide Health may maintain administrative, registered, licensed, commercial, operational or clinical-establishment premises for trade licence, clinical establishment registration, regulatory, licensing, administrative, coordination, record-keeping, staff, operational or compliance purposes. At present, such premises are not intended for walk-in patient consultations, emergency care, hospitalisation, in-patient care, surgical procedures, pharmacy services, diagnostic laboratory services or direct patient treatment, unless expressly notified by HudsonSide Health and permitted under Applicable Law. Nothing in these Terms shall be construed as representing that HudsonSide Health provides such facility-based services directly, unless HudsonSide Health expressly offers such Service under a valid registration, licence or approval under Applicable Law.
3.8
HudsonSide Health may coordinate services through Indian Doctors, U.S. Physicians, Caregivers, nurses, Diagnostic Partners, Hospital Partners, Pharmacy Partners, healthcare institutions, independent contractors, affiliated professionals, external vendors or third-party service providers. Unless expressly stated otherwise, such persons and entities act as independent service providers and not as employees or agents of HudsonSide Health.
3.9
Users acknowledge that Healthcare Professionals may exercise independent professional judgment and that HudsonSide Health shall not be responsible for controlling, dictating or guaranteeing the correctness or accuracy of the independent clinical judgment of any Healthcare Professional. HudsonSide Health shall not interfere with, override or direct any diagnosis, prescription, treatment plan or clinical recommendation made by a Healthcare Professional and no liability can be said to impliedly undertaken by HudsonSide Health for the opinion or judgment and/or recommendation of the Healthcare Professional only because of being listed on Vance platform.
3.9.1
Where, in the course of providing an advisory opinion, an empanelled Healthcare Professional recommends a material change to the User's existing diagnosis, medication or treatment plan, the Company may, where reasonably practicable, subject to the User's prior consent and applicable law, facilitate communication of such recommendation to the User's treating Healthcare Professional in India for the purpose of clinical consideration. Nothing in this Clause shall obligate the Company or any Healthcare Professional to establish such communication where it is not feasible, where immediate medical intervention is required, or where the User declines to provide the necessary consent. The User and the treating healthcare professional shall retain the absolute responsibility for all clinical decisions diagnosis prescriptions and treatment of the User in such instances.
3.10
HudsonSide Health does not guarantee that any particular doctor, physician, Caregiver, nurse, specialist, Diagnostic Partner, Pharmacy Partner or service provider will be available at any particular time.
3.11
HudsonSide Health may, at its discretion, replace, substitute, reschedule or reassign any Healthcare Professional or service provider.
3.12
The listing, empanelment, availability, recommendation, assignment or coordination of any Healthcare Professional through the Platform shall not be construed as a warranty, guarantee, endorsement or representation by HudsonSide Health regarding the outcome, quality, suitability, success, efficacy or appropriateness of the services rendered.
3.13
The User acknowledges that the User is responsible for making their own decision to avail Services from, consult with, rely upon, continue with, or discontinue engagement with any Healthcare Professional, Diagnostic Partner, Hospital Partner, Pharmacy Partner, Caregiver or third-party provider introduced, listed, coordinated or facilitated through the Platform.
3.14
HudsonSide Health may undertake reasonable onboarding, credential review or verification processes in respect of Healthcare Professionals, Diagnostic Partners, Hospital Partners, Pharmacy Partners, Caregivers or other service providers. However, HudsonSide Health does not warrant that such verification will identify every issue, deficiency, expiry, suspension, restriction, misconduct, negligence, error or omission relating to such person or entity, and Users are encouraged to independently satisfy themselves regarding the suitability of any Healthcare Professional or service provider where appropriate. Such on boarding, credential review or verification shall not be construed as a representation or warranty by HudsonSide Health regarding the competence, quality, suitability, licensing status, availability or professional performance of any Healthcare Professional or service provider.
3.15
Any listing, display, assignment, availability, sequencing, introduction or coordination of any Healthcare Professional, Diagnostic Partner, Hospital Partner, Pharmacy Partner, Caregiver or other service provider through the Platform is for facilitation purposes only and shall not be treated as a guarantee, endorsement, paid ranking, sponsored placement, warranty or representation of superiority, suitability, quality, availability, success or outcome, unless expressly disclosed by HudsonSide Health. The order or manner in which Healthcare Professionals or service providers are displayed or introduced may be based on operational, geographic, scheduling, availability, service-category, user-preference or other non-clinical considerations.
4. ELIGIBILITY AND CAPACITY
4.1
You must be at least 18 years of age to create an account, make payment, book a service or provide consent through the Platform.
4.2
If the patient or care recipient is below 18 years of age, the Platform may be used only by a parent or lawful guardian or any other person duly authorised under Applicable Law to act on behalf of such minor.
4.3
Where the User accesses the Platform on behalf of a minor, elderly person, incapacitated person, dependent person, patient, family member or any other person, the User represents and warrants that:
(a)
the User is duly authorised to provide instructions, Medical Records, health information, consents and permissions relating to such person in connection with the Services;
(b)
the User has lawful authority to act on behalf of such person;
(c)
the User has obtained all necessary consents, authorisations, permissions and approvals;
(d)
the User shall remain responsible for the accuracy , completeness and timeliness of information, Medical Records and health-related information provided;
(e)
the User shall remain responsible for payments;
(f)
the User shall ensure compliance with these Terms;
(g)
the User shall indemnify the Protected Parties against any claim arising from lack of authority, defective consent or inaccurate information; and
(h)
the User has obtained all necessary authority to disclose, upload, transmit, process, store, review and share the Medical Records, health information and personal data of such person through the Platform.
4.4
Where the Platform or Services are used for a minor or where personal data, health data or Medical Records of a minor are submitted, the User represents and warrants that the User is the lawful parent or guardian of such minor or otherwise has valid legal authority to provide consent on behalf of such minor, including for processing, storage, disclosure, cross-border transfer and use of such data in accordance with these Terms and the Privacy Policy. HudsonSide Health may require or request for additional verification, identity proof, guardianship documentation or consent before providing Services relating to a minor. Failure to provide such information or documentation may, at the sole discretion of HudsonSide Health, result in refusal, suspension, postponement or limitation of the relevant Services. HudsonSide Health shall not knowingly process personal data of minors except through valid parental or guardian consent or other lawful authorisation as required under Applicable Law.
4.5
HudsonSide Health reserves the right to refuse, suspend or terminate access if it reasonably believes that the User lacks capacity, authority, consent or eligibility or where HudsonSide Health is unable to satisfactorily verify the identity of the User, the Patient, the legal authority of a representative, or the validity of any consent relied upon in connection with the Services.
5. ACCOUNT REGISTRATION
5.1
Users may be required to create an account, submit personal information, provide health information, upload Medical Records, provide contact details, submit payment information and complete verification before availing Services. Such verification may include verification of identity, age, contact details, legal authority, patient relationship, consent status or any other information reasonably required by HudsonSide Health or applicable Healthcare Professionals for compliance with Applicable Law or provision of Services.
5.2
You agree to provide true, accurate, current and complete information including all Medical Records, health-related information, symptoms, declarations, authorisations and consent-related information submitted through the Platform.
5.3
You shall promptly update any information Medical Records, health-related information, contact information or authorisation details that becomes inaccurate, incomplete, outdated or misleading.
5.3.1
Where a User uploads, submits or provides Medical Records, health information or personal data relating to another person, the User represents and warrants that the User is duly authorised to do so and has obtained all necessary consents, permissions and authorisations required under Applicable Law
5.4
You are solely responsible for maintaining confidentiality of your login credentials, passwords, OTPs, devices and account access.
5.5
You shall be responsible for all activity occurring through your account, whether authorised or unauthorised unless such activity results directly from a security breach attributable solely to HudsonSide Health's failure to implement reasonable security measures required under Applicable Law.
5.6
You must immediately notify HudsonSide Health of any unauthorised access, suspected breach, misuse, compromise or loss of account credentials.
5.7
HudsonSide Health shall not be liable for any loss arising from unauthorised account access, except to the extent caused by HudsonSide Health’s wilful misconduct as finally determined by a competent court or arbitral tribunal.
5.8
HudsonSide Health may suspend, restrict, disable or delete any account at any time if it suspects misuse, fraud, impersonation, unlawful activity, breach of Terms, risk to patient safety, risk to Caregivers, risk to Healthcare Professionals, regulatory risk or reputational risk inability to verify identity, inability to verify legal authority or consent, submission of inaccurate or misleading Medical Records, or non-compliance with Applicable Law.
5.9
The User acknowledges that Healthcare Professionals may rely upon information, Medical Records, declarations and health-related information provided through the Platform for the purpose of consultations and related Services. HudsonSide Health and Healthcare Professionals shall not be responsible for any consequence arising from inaccurate, incomplete, misleading, falsified, outdated or improperly disclosed information supplied by or on behalf of a User.
5.10
HudsonSide Health reserves the right to request additional information, identity documentation, consent confirmations, authorisation documents or Medical Records at any stage where reasonably necessary for compliance with Applicable Law, patient safety, fraud prevention, healthcare delivery, record verification or regulatory requirements.
6. SERVICES OFFERED THROUGH THE PLATFORM
6.1
Subject to availability, eligibility, payment and Applicable Law, the Platform may facilitate or coordinate the following Services:
(a)
teleconsultations with Indian Doctors in accordance with Applicable Law, including applicable telemedicine regulations and guidelines;
(b)
advisory interactions, second opinion reviews, peer-to-peer inputs or Cross-Border Medical Review involving U.S. Physicians solely on an advisory and consultative basis. For the avoidance of doubt, any advisory interaction, second opinion, review or input provided by a U.S. Physician shall not constitute diagnosis, treatment, prescription, patient management or the practice of medicine in India, and all clinical decisions relating to Indian Users shall remain the responsibility of the treating Indian Doctor;
(c)
online second opinions facilitated through Healthcare Professionals;
(d)
peer-to-peer healthcare discussions;
(e)
Care Packages, doctor visits, nurse visits, Caregiver support and home nursing services co-ordinated, facilitated or arranged through the Platform;
(f)
Relationship Manager visits, Relationship Manager calls, Care Coordinator support, family communication and care navigation. For clarity, Relationship Managers and Care Coordinators provide non-clinical support functions only and do not provide medical advice, diagnosis, treatment recommendations, clinical services or domestic/household work unless separately qualified and engaged as Healthcare Professionals;
(g)
diagnostics, laboratory test coordination and report coordination;
(h)
hospital admission coordination, discharge coordination, hospital liaison, ambulance coordination, Hospital Partner coordination and facility-based care coordination;
(i)
medicine delivery coordination and medication reconciliation support;
(j)
out-of-hours telehealth access, where available and subject to Healthcare Professional availability;
(k)
chronic care plans, escalation protocol support and monitoring support;
(l)
concierge services, non-medical assistance and special-event coordination;
(m)
corporate wellness programmes;
(n)
AI-assisted symptom review, triage, summarisation and automation for informational, administrative or decision-support purposes only. AI Tools do not provide medical advice, diagnosis, treatment recommendations or prescriptions and shall not replace consultation with a qualified Healthcare Professional;
(o)
digitalisation, storage and management of Medical Records;
(p)
local specialist consultation coordination within HudsonSide Health’s network;
(q)
U.S. health maintenance review and U.S. specialist consultation coordination on an advisory basis and subject to Applicable Law; and
(r)
such other services as may be introduced by HudsonSide Health from time to time.
6.2
HudsonSide Health may modify, suspend, discontinue, withdraw or alter any Service at any time without liability subject to Applicable Law and any obligations in respect of Services already paid for or confirmed.
6.3
Not all Services may be available in all locations.
6.4
Certain Services may be subject to additional consent forms, disclaimers, Policies, eligibility conditions, verification requirements, medical screening, doctor approval, Caregiver availability, Diagnostic Partner availability, Hospital Partner availability, Pharmacy Partner rules, hospital admission rules, facility-level protocols or third-party terms.
6.4.1
The Platform is not intended for medical emergency situations. Users experiencing a medical emergency should immediately contact emergency services as per the availability, proceed to the nearest hospital or seek appropriate in-person medical care. Availability of Services through the Platform shall not be relied upon as a substitute for emergency medical treatment nor can it be treated as such.
6.5
In the event of conflict between these Terms and any service-specific consent or disclaimer, the stricter or more protective provision in favour of HudsonSide Health shall prevail, unless prohibited by Applicable Law.
6.6
Any Basic, Standard, Premium, NRI, Signature or other plan, package, feature, entitlement, visit frequency, call frequency, inclusion, add-on, discount, priority access, benefit or pricing displayed, communicated or offered by HudsonSide Health may be subject to availability, location, package terms, medical appropriateness, operational feasibility, payment, eligibility, Healthcare Professional availability, Hospital Partner availability, Diagnostic Partner availability, Pharmacy Partner availability and Applicable Law. Availability of any benefit under a plan shall not be construed as a guarantee that a particular Healthcare Professional, specialist, hospital, laboratory, caregiver or service provider will be available at a specific time or location and/or during an emergency situation.
6.7
Certain services, including laboratory tests, hospital admission assistance, out-of-hours access, local specialist consultations, U.S. health maintenance, U.S. specialist consultations or advisory specialist reviews, medication reconciliation, escalation protocol support, concierge services, special-event support or other add-ons, may be included in specific plans or may be available at additional cost, as communicated by HudsonSide Health from time to time.
6.8
Local specialist consultation coordination, U.S. health maintenance review, U.S. specialist consultation coordination or discounted access to any Healthcare Professional shall not guarantee availability, acceptance, appointment confirmation, medical outcome, fixed pricing, insurance coverage, prescription, treatment, priority beyond the applicable plan terms, or suitability of any specialist or recommendation. Any U.S. health maintenance review, U.S. specialist consultation coordination, Cross-Border Medical Review or second-opinion process shall be advisory in nature only and shall not guarantee diagnosis, treatment recommendations, prescriptions, treatment outcomes or patient management decisions.
7. MEDICAL DISCLAIMER
7.1
The Platform is not a substitute for in-person medical care, emergency care, hospitalisation, physical examination, diagnostic testing, continuing treatment by a local physician, or independent medical judgment. The Platform is not designed or intended to provide emergency medical services, emergency response, ambulance dispatch, critical care management or urgent medical intervention.
7.2
Medical Opinions provided through the Platform are based on the information, Medical Records, history, symptoms, test results and disclosures provided by or on behalf of the User. HudsonSide Health does not independently verify the completeness, accuracy or authenticity of such information except to the extent expressly required under Applicable Law.
7.3
Incomplete, inaccurate, outdated, misleading or withheld information may result in incorrect, incomplete or unsuitable Medical Opinions and may adversely affect the quality, accuracy or appropriateness of any Consultation, advisory review, second opinion or healthcare-related recommendation.
7.4
HudsonSide Health shall not be liable for any consequence arising from inaccurate, incomplete, misleading, delayed or withheld information provided by the User or any person acting on behalf of the User or Patient.
7.5
Users acknowledge that remote healthcare interactions may have limitations, including inability to conduct physical examination, inability to verify all symptoms, dependency on technology, dependency on user-provided information, connectivity issues, and limitations in assessing urgent or complex conditions. Users further acknowledge that certain medical conditions may require in-person examination, physical assessment, diagnostic procedures, laboratory investigations, imaging studies or emergency intervention that cannot be adequately performed through remote interactions.
7.6
Users must seek in-person medical evaluation where advised by a Healthcare Professional or where symptoms persist, worsen, recur or appear urgent. Users experiencing chest pain, breathing difficulty, stroke symptoms, severe bleeding, loss of consciousness, seizures, suspected medical emergencies or any condition requiring immediate medical attention should seek emergency medical assistance without delay and should not rely solely on the Platform as set out hereinbelow.
7.7
No content on the Platform, including articles, videos, outputs generated by AI Tools, summaries, care plans, dashboards, messages, alerts or educational material, shall be treated as a substitute for professional medical advice. AI Tools may generate outputs based on automated processing, machine learning models, predictive systems or information supplied by Users. Such outputs may contain inaccuracies, omissions, errors, biases or incomplete information and must not be relied upon as medical advice, diagnosis, treatment recommendations, prescriptions or clinical decisions.
7.8
Any Cross-Border Medical Review, second-opinion review, advisory interaction or input involving a U.S. Physician is intended solely to provide additional educational, informational or consultative perspectives. Such reviews or opinions do not constitute diagnosis, treatment, prescription, patient management or the practice of medicine in India, and all treatment decisions relating to Indian Users shall remain the responsibility of the treating Indian Doctor.
7.9
The user acknowledges that HudsonSide Health does not guarantee that any Consultation, Medical Opinion, second opinion, advisory review, treatment recommendation, Care Package or healthcare-related service assures any particular medical outcome, improvement, recovery, diagnosis, treatment success or patient satisfaction.
8. EMERGENCY DISCLAIMER
8.1
THE PLATFORM IS NOT INTENDED TO BE USED AND MUST NOT BE USED FOR MEDICAL EMERGENCIES. TELECONSULTATIONS, SECOND-OPINION SERVICES, CROSS-BORDER MEDICAL REVIEWS, AI TOOLS AND CARE COORDINATION SERVICES AVAILABLE THROUGH THE PLATFORM ARE NOT A SUBSTITUTE FOR EMERGENCY MEDICAL CARE AND MUST NOT BE TREATED AS SUCH OR USED FOR THE SAME.
8.2
The Platform is not designed, equipped, licensed or intended to provide emergency medical services, ambulance services, emergency response, trauma response, intensive care, crisis intervention or life-saving intervention. No Healthcare Professional, Caregiver, Relationship Manager, Care Coordinator or AI Tool available through the Platform is expected to monitor Users continuously or respond to emergencies in real time.
8.3
You must immediately contact local emergency services, ambulance services, hospitals, emergency rooms or local physicians in case of any emergency or potentially life-threatening condition and must not delay seeking such assistance while attempting to access or use the Platform.
8.4
Without limitation, the Platform must not be used for any symptoms that are indicative of circumstances/situations that warrant immediate medical attention/assistance/services inter alia:
(a)
chest pain, suspected heart attack or cardiac symptoms;
(b)
stroke symptoms, paralysis, facial drooping, speech difficulty or sudden neurological symptoms;
(c)
severe breathing difficulty or respiratory distress;
(d)
severe allergic reaction or anaphylaxis;
(e)
severe bleeding, trauma, burns or accidents;
(f)
loss of consciousness, seizure or altered mental status;
(g)
poisoning, overdose or substance toxicity;
(h)
severe abdominal pain;
(i)
obstetric or pregnancy-related emergencies;
(j)
suicidal thoughts, self-harm, violent behaviour or psychiatric crisis;
(k)
severe infection, sepsis or high-risk fever;
(l)
paediatric emergencies;
(m)
any condition requiring immediate physical medical intervention;
(n)
any condition which, in the opinion of a reasonable person, requires immediate in-person medical assessment, emergency treatment or urgent hospital care.
8.5
HudsonSide Health shall not be liable for any death, injury, deterioration, delay, complication or loss arising from the User’s decision to rely on the Platform in an emergency or urgent medical situation or from any failure by the User to seek emergency medical assistance after being advised/suggested/recommended to do so.
8.6
Any emergency support, escalation guidance, helpline, coordination, alert, communication or assistance offered by HudsonSide Health, if any, shall be purely facilitative and shall not constitute emergency medical treatment or ambulance service. Any assistance in contacting hospitals, ambulance providers or emergency responders shall be provided on a reasonable-efforts basis only, and HudsonSide Health does not guarantee response times, availability, admission, transportation, treatment or outcomes. The user acknowledges and understands that HudsonSide Health does not claim/represent itself to be a supplier of emergency medical services.
8.7
If, during any interaction, HudsonSide Health, a Healthcare Professional, Caregiver or AI Tool suggests that the User seek emergency or in-person care, the User shall be solely responsible for promptly seeking such care. The User acknowledges that neither HudsonSide Health nor any Healthcare Professional can compel a User to seek emergency treatment, and the decision whether to follow such advice remains the responsibility of the User or the User's lawful representative.
9. INDIAN DOCTOR CONSULTATIONS
9.1
Consultations by Indian Doctors shall be conducted by Healthcare Professionals who represent that they are duly qualified and registered in India and authorised to practise medicine in accordance with Applicable Law.
9.2
Indian Doctors shall exercise independent professional judgment in accordance with Applicable Law HudsonSide Health does not control, direct, interfere with or override the independent clinical judgment exercised by any Indian Doctor, including applicable medical ethics requirements, professional conduct requirements and the Telemedicine Practice Guidelines, 2020, as amended, updated, supplemented or replaced from time to time. Without prejudice to the foregoing, Indian Doctors shall be responsible for complying with applicable requirements relating to patient identification, consent, appropriateness of telemedicine, patient evaluation, documentation, digital records, fees, prescription restrictions and professional conduct.
9.3
HudsonSide Health does not guarantee that a teleconsultation will be appropriate for every condition and Users acknowledge that certain conditions may require physical examination, diagnostic testing, emergency intervention or in-person medical care.
9.4
The Indian Doctor may, at their discretion, refuse to provide a Consultation, recommend in-person consultation, require additional Medical Records or information, decline to prescribe medicines, recommend diagnostic tests or advise emergency care where the Indian Doctor considers such action appropriate in the exercise of their professional judgment or where required under Applicable Law. An Indian Doctor may also refuse, defer or discontinue a Consultation where the identity of the User or Patient cannot be adequately verified, where adequate information is unavailable, where telemedicine is considered clinically inappropriate, or where continuation of the Consultation would be inconsistent with Applicable Law or professional obligations.
9.5
Users shall not pressure, induce, threaten, abuse or influence any Indian Doctor to prescribe medicines, issue certificates, provide false records, alter Medical Opinions, conceal facts or act contrary to professional judgment. Any attempt to do so may result in suspension or termination of access to the Platform and Services.
9.6
Prescriptions, if any, issued by Indian Doctors shall be subject to Applicable Law, including applicable telemedicine, drugs and cosmetics, pharmacy, professional conduct and medical ethics requirements, and shall be valid only to the extent legally permissible. The decision whether to issue a prescription, the contents of any prescription and the appropriateness of any prescribed medication shall remain solely within the professional discretion of the Indian Doctor. HudsonSide Health does not guarantee that any prescription will be issued, accepted by a pharmacy, fulfilled, dispensed or capable of being acted upon, and no User shall require or pressure any Healthcare Professional to prescribe any medicine, restricted drug, habit-forming drug, controlled substance or medicine prohibited from being prescribed through telemedicine or remote consultation. HudsonSide Health does not review, approve, modify, endorse or assume responsibility for prescriptions issued by Indian Doctors, except to the extent expressly required under Applicable Law.
9.7
Any physician-patient relationship arising from a Consultation facilitated through the Platform shall be between the User and the relevant Indian Doctor. No physician-patient relationship shall be deemed to arise between the User and HudsonSide Health merely because HudsonSide Health facilitates, coordinates, schedules, supports or enables such Consultation.
9.8
Users acknowledge that medical advice, treatment recommendations, prescriptions, diagnoses and clinical decisions may differ between Healthcare Professionals. The existence of differing opinions shall not, by itself, indicate negligence, error, misconduct or breach of duty by any Healthcare Professional or by HudsonSide Health.
9.9
The User acknowledges that prescription decisions remain solely within the professional judgment of the treating Indian Doctor. No User shall be entitled to demand any prescription, diagnostic test, referral, certificate, medical record, treatment recommendation or medication through the Platform.
9.10
Prescriptions generated during teleconsultations may be subject to restrictions applicable under the Telemedicine Practice Guidelines, 2020, Applicable Law, professional ethics requirements and the clinical judgment of the prescribing Healthcare Professional.
9.11
The User acknowledges that Consultations conducted through the Platform shall be subject to the Telemedicine Practice Guidelines, 2020 (as amended from time to time) and any other applicable professional, regulatory or statutory requirements governing telemedicine practice in India.
9.12
To the extent required under Applicable Law, the User agrees to cooperate with patient-identification, consent, record-keeping, prescription, follow-up, referral and emergency-escalation requirements applicable to telemedicine services.
9.13
The User acknowledges that any medical opinion provided by a Healthcare Professional through the Platform constitutes an independent clinical opinion based on the Medical Records, information and other materials made available by or on behalf of the User at the time of the Consultation. Such opinion may concur with or differ from the opinion, diagnosis or treatment plan of the User's existing treating physician. Where such opinion differs materially, it shall be communicated solely as an additional clinical opinion for the User's consideration and shall not, by itself, supersede or invalidate the opinion of the treating physician. In such circumstances, the Healthcare Professional may recommend that the User discuss such opinion with the treating physician and, where considered clinically appropriate, obtain an independent further medical opinion before making any changes to the diagnosis, medication, procedure or treatment plan. The decision to accept or act upon any medical opinion shall remain solely with the User in consultation with the treating physician, and nothing in these Terms shall be construed as requiring the User to discontinue or modify any existing treatment.
10. DOCTOR-PATIENT RELATIONSHIP
10.1
A doctor-patient relationship shall arise only between the User and the relevant Healthcare Professional providing a Consultation and only to the extent recognised under Applicable Law.
10.2
Except where expressly stated otherwise, HudsonSide Health acts as a technology-enabled healthcare coordination, facilitation and intermediary platform and does not itself practise medicine, provide medical diagnosis, prescribe medicines, render clinical treatment or assume responsibility for independent medical decisions taken by Healthcare Professionals.
10.3
Nothing on the Platform shall be construed as creating a doctor-patient, physician-patient, nurse-patient, caregiver-patient, fiduciary, employment, partnership or agency relationship between the User and HudsonSide Health merely by reason of use of the Platform.
10.4
The professional relationship, if any, arising from a Consultation shall exist solely between the User and the relevant Healthcare Professional in accordance with Applicable Law.
11. U.S. PHYSICIAN SECOND OPINIONS, PEER-TO-PEER INPUTS AND CROSS-BORDER MEDICAL REVIEW
11.1
U.S. Physicians associated with the Platform may provide advisory medical inputs, online second opinions, record review, peer-to-peer guidance, treatment recommendation support, care pathway comments, specialist observations or other medical inputs based on Medical Records, case summaries or other information shared by or on behalf of the User. Any such inputs shall be consultative and advisory in nature only and shall not constitute diagnosis, treatment, prescription, patient management or the practice of medicine in India.
11.2
U.S. Physicians are associated with or engaged through HudsonSide Health US, New Jersey, United States of America, and may act as independent contractors, consultants, affiliated professionals or otherwise as per applicable U.S. arrangements. U.S. Physicians are not represented as being registered medical practitioners licensed to practise medicine in India unless separately registered under Applicable Law.
11.3
Unless expressly and lawfully permitted, U.S. Physicians shall not prescribe medicines to Indian patients through the Platform. U.S. Physicians shall not independently diagnose, treat or manage Indian patients through the Platform except to the extent expressly permitted under Applicable Law. Any prescription required for an Indian User must be issued, reviewed or validated by an appropriately registered Indian Doctor, where required under Applicable Law.
11.4
U.S. Physician opinions are intended to be advisory, supplementary and informational in nature and are not intended to replace consultation with an Indian Doctor, local treating physician, hospital, emergency service or in-person medical evaluation. Users acknowledge that such opinions are intended to supplement, and not replace, the independent clinical judgment of the treating Indian Doctor.
11.5
The User acknowledges and agrees that Medical Records, AI Tool-generated summaries and other health-related information may be shared with U.S. Physicians, Vance US and authorised overseas recipients for second opinion review, peer-to-peer discussion, medical advisory inputs, care coordination, quality review, compliance, documentation, and service delivery.
11.6
By accessing or using the Platform, booking any Service, uploading Medical Records, requesting a second opinion, requesting U.S. Physician review, consenting to a Consultation, or continuing to use the Services, the User expressly consents to such cross-border sharing, transfer, disclosure, storage, access and processing of health information and personal data, subject to the Privacy Policy and Applicable Law.
11.7
HudsonSide Health shall endeavour to process, share and transfer such information in accordance with Applicable Law, including applicable Indian laws, the Digital Personal Data Protection Act, 2023, applicable information technology laws, applicable health data protection requirements, contractual confidentiality obligations, applicable U.S. laws to the extent applicable to Vance US or U.S. Physicians, and any applicable restriction relating to the transfer, processing, storage, access or disclosure of personal data or health information outside India. The User acknowledges that such cross-border sharing is necessary for availing U.S. Physician advisory inputs, second opinions, peer-to-peer review and related Services. The User further acknowledges that data protection, privacy, healthcare regulation and professional standards applicable outside India may differ from those applicable within India.
11.8
Where U.S. laws relating to health information privacy, professional conduct, medical records, confidentiality or physician obligations apply to Vance US or U.S. Physicians, such persons shall be responsible for complying with such laws to the extent applicable to them. Nothing in these Terms shall be construed as a representation by HudsonSide Health that any specific U.S. healthcare privacy law, including HIPAA, applies to a particular User, Service or data-processing activity unless expressly stated in writing.
11.9
The User acknowledges that U.S. Physicians may rely solely on the information made available to them and may not physically examine the User. Any opinion issued by a U.S. Physician may therefore be limited by the accuracy, completeness and quality of the Medical Records and information provided.
11.10
A U.S. Physician’s opinion may be based on medical practices, regulatory approvals, drugs, devices, diagnostics, procedures, standards of care, availability, insurance structures or treatment pathways applicable in the United States, which may differ from those applicable, lawful, available, affordable or clinically appropriate in India.
11.11
HudsonSide Health does not represent or warrant that any U.S. Physician opinion, treatment recommendation, diagnostic suggestion, drug reference, care pathway or medical observation will be approved, available, appropriate, lawful, affordable or clinically suitable in India. HudsonSide Health further does not represent or warrant that any U.S. Physician opinion will be accepted, adopted or implemented by any Indian Doctor, hospital, pharmacy, insurer or healthcare provider who may independently require the Patient to undergo further evaluation and diagnostic procedure.
11.12
The final decision regarding diagnosis, treatment, prescription, hospitalisation, medical procedure, medicine, diagnostic testing, escalation or implementation of any U.S. Physician input shall rest with the User’s local treating physician, Indian Doctor or other Healthcare Professional legally responsible for the User’s care. Nothing in these Terms shall be interpreted as shifting/taking over or transferring clinical responsibility for an Indian User from the treating Indian Doctor to a U.S. Physician.
11.12.1
For Indian Users, all diagnoses, prescriptions, treatment decisions, patient management decisions, referrals, escalation decisions and clinical responsibility shall remain with the treating Indian Doctor or other Healthcare Professional authorised under Applicable Law. Any input provided by a U.S. Physician shall be advisory only and shall not constitute a clinical instruction binding upon the User or the treating Indian Doctor.
11.13
The User shall not directly rely upon or implement any U.S. Physician opinion without consulting an Indian Doctor or local treating physician, especially where medication, procedure, hospitalisation, emergency intervention, diagnostic testing or change in treatment is involved. Any decision to implement, disregard or modify treatment based on a U.S. Physician opinion shall remain the responsibility of the User and the treating Healthcare Professional.
11.14
HudsonSide Health, Vance US, U.S. Physicians and the Protected Parties shall not be liable for any claim, loss, injury, deterioration, delay, complication, death, regulatory issue or adverse outcome arising from:
(a)
differences between Indian and U.S. medical practices;
(b)
implementation or non-implementation of U.S. Physician inputs;
(c)
incomplete, inaccurate or delayed Medical Records;
(d)
absence of physical examination by U.S. Physicians;
(e)
unavailability of drugs, diagnostics, procedures or facilities in India;
(f)
failure to consult an Indian Doctor or local treating physician;
(g)
emergency situations;
(h)
patient non-compliance;
(i)
technical or communication limitations;
(j)
cross-border regulatory, licensing, jurisdictional or data transfer limitations; or
(k)
reliance upon a U.S. Physician opinion as a substitute for consultation with an Indian Doctor or local treating physician.
11.15
Nothing in these Terms shall be construed as representing that U.S. Physicians are licensed to practise medicine in India, unless they are independently so licensed under Applicable Law. No physician-patient relationship shall be deemed to arise between an Indian User and a U.S. Physician solely by reason of a Cross-Border Medical Review, advisory review, second-opinion process or peer-to-peer consultation facilitated through the Platform.
12. PEER-TO-PEER MEDICAL DISCUSSIONS
12.1
The Platform may facilitate peer-to-peer discussions between Indian Doctors and U.S. Physicians or between Healthcare Professionals for educational, consultative, advisory, care-coordination or knowledge-sharing purposes. However, such peer to peer medical discussion shall not be available in cases where the User is admitted in a hospital.
12.2
Such discussions are intended to support knowledge sharing, clinical discussion, second opinion review and care coordination. Such discussions are advisory in nature only and shall not constitute diagnosis, treatment, prescription, patient management or the practice of medicine in India by any U.S. Physician.
12.3
The final responsibility for treatment, prescription, local implementation and patient management shall remain with the treating physician or relevant Healthcare Professional legally responsible under Applicable Law. Nothing in any peer-to-peer discussion shall transfer, delegate, dilute or otherwise affect the professional responsibilities of the treating Indian Doctor or other Healthcare Professional responsible for the User's care.
12.4
HudsonSide Health shall not be responsible for any interpretation, modification, misuse, selective reliance or implementation of peer-to-peer inputs. HudsonSide Health does not review, verify, endorse, approve or adopt the contents of peer-to-peer discussions and does not warrant the accuracy, completeness, applicability or appropriateness of any opinion, suggestion, recommendation or observation expressed during such discussions.
12.5
Participation by a U.S. Physician in any peer-to-peer discussion shall not, by itself, create a physician-patient relationship with any User, constitute the practice of medicine in India, or make the U.S. Physician clinically responsible for the diagnosis, treatment or management of any Indian User.
12.6
Users acknowledge that peer-to-peer discussions may involve differing medical views, treatment approaches, standards of care, clinical practices, regulatory frameworks or healthcare systems. The existence of differing opinions shall not, by itself, indicate negligence, misconduct, error or breach of professional duty by any Healthcare Professional.
13. CARE PACKAGES AND HOME HEALTHCARE SERVICES
13.1
Care Packages may include doctor visits, nurse visits, Caregiver support, Relationship Manager or Care Coordinator visits, Relationship Manager calls, nursing assistance, home healthcare support, chronic care support, rehabilitation assistance, elder care, monitoring, assistance with daily activities, non-medical assistance, family communication, coordination with doctors, hospital coordination, diagnostics support, medicine coordination, medication reconciliation, escalation protocol support, concierge support, digitalisation of health records and related services. The precise scope of services included in any Care Package shall be governed by the applicable plan description, care plan, service schedule and package-specific documentation communicated by Vance from time to time.
13.2
Care Packages may be provided, coordinated or supported through independent contractors, third-party vendors, partner agencies, doctors, nurses, Caregivers, attendants, Healthcare Professionals, Relationship Managers, Care Coordinators, employees, contractors or such other persons as may be engaged, empanelled, coordinated or facilitated by Vance from time to time. Medical, nursing, caregiving and clinical personnel may act as independent contractors, consultants, partner-agency personnel or third-party professionals, while non-medical coordination and relationship-management personnel may be employees or representatives of HudsonSide Health. The classification of any person shall depend on the applicable engagement arrangement, and nothing in these Terms shall be construed as creating an employment, agency, partnership, doctor-patient, nurse-patient or principal-agent relationship where none exists under the relevant arrangement or Applicable Law. Users acknowledge that Healthcare Professionals, Caregivers, nurses and other service providers may exercise independent professional or operational judgment in accordance with their qualifications, training, contractual arrangements and Applicable Law.
13.3
Any stated frequency of visits, calls, reviews, tests, consultations, access, support or benefits under a Care Package shall be subject to the relevant plan terms, patient availability, Healthcare Professional availability, operational feasibility, location, medical appropriateness, scheduling, payment status and Applicable Law. Unused visits, calls, tests, consultations or benefits may not be carried forward, transferred, refunded or exchanged unless expressly permitted by HudsonSide Health in writing or required by Applicable Law. Missed visits, cancelled visits, rescheduled visits or service interruptions caused by patient unavailability, force majeure events, emergencies, access restrictions, safety concerns or circumstances beyond Vance's reasonable control may be treated in accordance with the applicable package terms and refund policy.
13.4
HudsonSide Health’s role in Care Packages is to coordinate, facilitate, arrange and support delivery of care-related services at an operational level. Except where expressly undertaken under Applicable Law, HudsonSide Health does not itself provide medical treatment, nursing services, diagnosis, prescription services or clinical decision-making. Any clinical, nursing or caregiving task shall be performed by the relevant Caregiver, nurse, Healthcare Professional, partner agency or third-party provider in accordance with their applicable role, training, instructions and professional responsibilities. HudsonSide Health does not guarantee medical outcomes, recovery, improvement, cure, uninterrupted care, availability of any specific Caregiver, or absence of complications.
13.5
Care Packages are not a substitute for hospitalisation, intensive care, emergency care, physician-supervised treatment or specialised medical facilities. Users acknowledge that certain medical conditions may exceed the scope of home healthcare and may require hospital admission, specialist intervention, emergency treatment or continuous clinical supervision.
13.6
Users acknowledge that home healthcare carries inherent risks, including:
(a)
infection;
(b)
falls;
(c)
injury;
(d)
deterioration in health;
(e)
medication errors;
(f)
delayed escalation;
(g)
equipment malfunction;
(h)
patient non-compliance;
(i)
Caregiver unavailability;
(j)
communication gaps;
(k)
environmental hazards;
(l)
unpredictable medical events;
(m)
limitations associated with remote monitoring, telehealth support or delayed recognition of clinical deterioration.
13.7
HudsonSide Health shall not be liable for any inherent risk of home care or any event arising from the patient’s medical condition, home environment, family instructions, third-party actions, patient non-compliance, inaccurate information or circumstances beyond HudsonSide Health’s reasonable control. Users acknowledge that home healthcare outcomes may be affected by factors outside HudsonSide Health's control, including caregiver instructions from family members, environmental conditions and patient adherence to treatment plans.
13.8
Users must provide a safe, hygienic, non-abusive and respectful working environment for Caregivers, nurses and Healthcare Professionals. Users shall also provide reasonable access to the patient, required medical information, prescribed equipment and a suitable environment necessary for delivery of the relevant service.
13.9
Users shall not harass, abuse, threaten, assault, exploit, detain, discriminate against, defame, intimidate, underpay, privately solicit, privately hire, photograph, record without consent, or otherwise mistreat any Caregiver, nurse, Healthcare Professional or HudsonSide Health representative.
13.10
HudsonSide Health reserves the right to immediately suspend, withdraw or terminate Care Package services if:
(a)
the home environment is unsafe;
(b)
the patient or family is abusive, threatening or non-cooperative;
(c)
payment is delayed;
(d)
medical risk exceeds the scope of home care;
(e)
emergency care is required;
(f)
the Caregiver is mistreated;
(g)
the service is being misused;
(h)
legal, regulatory or safety concerns arise;
(i)
where continuation of services would be inconsistent with Applicable Law, professional obligations or medical appropriateness.
13.11
Users shall not require Caregivers or nurses to perform tasks outside the approved care plan, including household work, financial transactions, unrelated errands, invasive procedures, high-risk clinical tasks, administration of restricted medication, or any unlawful activity. Any refusal by a Caregiver, nurse or Healthcare Professional to perform a task outside their authorised scope of practice shall not constitute a service deficiency or breach of these Terms.
13.12
Relationship Managers and Care Coordinators may assist with non-medical, administrative, coordination, scheduling, communication, documentation, follow-up, family-support, hospital-liaison, logistics, care-navigation or other non-clinical activities as part of a Care Package. They shall not provide medical diagnosis, prescribe medicines, perform clinical procedures, provide nursing care, handle emergency care, give independent medical advice or perform any task requiring a licensed Healthcare Professional, unless duly qualified and authorised under Applicable Law. Users shall not rely upon any communication from a Relationship Manager or Care Coordinator as medical advice, diagnosis, treatment guidance or clinical recommendation.
13.13
HudsonSide Health may offer certain signature, concierge, non-medical or lifestyle-support services, including non-medical assistance, family communication, medication delivery coordination, digitalisation of health records, celebration or special-event coordination, escalation protocol support and concierge services. Such services are facilitative and non-clinical in nature unless expressly provided by a qualified Healthcare Professional under Applicable Law. Any information communicated through such services is provided for convenience and coordination purposes only and shall not constitute medical advice. HudsonSide Health may refuse, modify or discontinue any such request if it is unsafe, unlawful, impractical, inappropriate, outside the approved scope of service, or inconsistent with HudsonSide Health’s policies.
13.14
Any change to a Care Package, care plan, scope of service, timing, location, medication, procedure, Caregiver duty or patient requirement must be approved by HudsonSide Health in advance. HudsonSide Health may refuse any requested change that is clinically inappropriate, operationally infeasible, unsafe, unlawful or outside the scope of the relevant Care Package.
13.15
HudsonSide Health may substitute, rotate, remove or replace any Caregiver or nurse at its discretion for operational, clinical, safety, regulatory, scheduling, disciplinary or service-delivery reasons.
13.16
HudsonSide Health does not guarantee continuity of any particular Caregiver or nurse who will be deployed based on availability at the opportune time.
13.17
Users shall be responsible for securing valuables, cash, jewellery, documents, devices, medicines and personal belongings. HudsonSide Health shall not be liable for loss of valuables unless proved by final adjudication to have arisen solely from wilful misconduct of a person directly controlled by HudsonSide Health.
13.18
Users shall be responsible for arranging, installing, maintaining and safely using any home equipment, medical devices, oxygen equipment, mobility support, bed rails, monitors or other equipment required for care, unless expressly agreed otherwise in writing.
13.19
Where any equipment, device or consumable is supplied, rented, recommended, coordinated, installed, serviced or made available through HudsonSide Health, such equipment may be provided by HudsonSide Health, a Hospital Partner, vendor, manufacturer, rental agency, medical device provider or other third-party provider, subject to applicable third-party terms, warranties, instructions, charges, deposits, maintenance requirements and safety conditions. Users shall comply with all prescribed instructions, safety requirements and usage guidelines applicable to such equipment or devices.
13.20
HudsonSide Health shall not be liable for malfunction, misuse, incorrect installation, maintenance failure, user error, third-party defect, product defect, power failure, oxygen failure, consumable shortage, device inaccuracy or injury arising from user-owned, rented, supplied or third-party equipment, except to the extent directly caused by HudsonSide Health’s wilful misconduct as finally determined by a competent authority.
13.21
Where the patient’s condition worsens, the User must immediately contact a local doctor, hospital or emergency service. Care Packages, Caregivers, Relationship Managers, Care Coordinators and home healthcare personnel are not a substitute for such emergency medical services required in emergency circumstances.
13.22
HudsonSide Health may recommend escalation to a hospital or physician but shall not be liable if the User delays, refuses or fails to follow such recommendation. The User acknowledges that decisions regarding escalation of care, hospital admission and the treatment that would follow will be the taken by the User who along with the hospital where the Patient is admitted and/or treated shall remain responsibility and no responsibility much less any liability can be fastened on HudsonSide Health for the same.
14. DIAGNOSTICS COORDINATION
14.1
The Platform may facilitate booking, coordination, sample collection, report access or communication with Diagnostic Partners and other third-party diagnostic service providers.
14.2
Diagnostic services may be performed by Diagnostic Partners or other third-party laboratories or providers operating under their own licences, registrations, accreditations and regulatory approvals, where applicable.
14.3
HudsonSide Health does not control laboratory processes, sample integrity, testing methodology, report accuracy, turnaround time, diagnostic interpretation or regulatory compliance of Diagnostic Partners or third-party diagnostic providers, except to the extent expressly undertaken by HudsonSide Health. HudsonSide Health does not itself perform laboratory testing, pathology services, diagnostic analysis, report generation or medical interpretation of diagnostic results unless expressly stated otherwise under Applicable Law.
14.4
Any laboratory report must be interpreted by a qualified Healthcare Professional in the context of the User's symptoms, medical history, clinical findings and other relevant circumstances.
14.5
Users shall not rely solely on diagnostic reports without appropriate medical review. Diagnostic reports may require confirmation, correlation with clinical findings, repeat testing or additional investigations before any medical conclusion or treatment decision is made.
14.6
Cancellations, refunds, rescheduling and sample collection issues may be governed by the relevant Diagnostic Partner’s policies in addition to HudsonSide Health’s Policies. Users acknowledge that sample collection, testing schedules, turnaround times, report availability and service coverage may be affected by operational constraints, patient availability, sample quality, regulatory requirements, logistics, public holidays, force majeure events or circumstances beyond Vance's reasonable control.
14.7
HudsonSide Health does not warrant that any diagnostic test, laboratory report, result, finding, recommendation or interpretation will be accurate, complete, error-free, clinically appropriate, sufficient for diagnosis or suitable for any particular purpose. Any questions relating to diagnostic findings should be addressed to the relevant Healthcare Professional or Diagnostic Partner.
14.8
Users acknowledge that diagnostic testing may involve inherent limitations, including false positives, false negatives, inconclusive findings, sample contamination, sample degradation, reporting errors, testing limitations, technological limitations and delays in processing or reporting.
15. HOSPITAL PARTNER AND ADMISSION COORDINATION
15.1
The Platform may endeavour to facilitate, coordinate or support hospital admission coordination, hospital liaison, discharge coordination, ambulance coordination, bed availability checks, appointment scheduling, procedural coordination, rehabilitation coordination, communication with admission desks, and coordination of nearest Hospital Partners. Such services are administrative, logistical and coordination services only and shall not constitute the provision of hospital, emergency, ambulance, clinical, nursing or medical services by HudsonSide Health.
15.2
HudsonSide Health does not own, operate, control or guarantee any Hospital Partner, hospital bed, admission, discharge, ambulance, emergency response, procedure, treatment, surgery, rehabilitation service, pricing, billing, insurance approval, clinical outcome or hospital service, unless expressly stated otherwise in writing. The inclusion, empanelment, recommendation or coordination of any Hospital Partner through the Platform shall not be construed as a warranty, endorsement or guarantee of the quality, suitability, availability or outcome of services provided by such Hospital Partner.
15.3
Hospital admissions, treatment, procedures, surgeries, diagnostics, billing, discharge, emergency care, ambulance services, rehabilitation, patient management and facility-level decisions shall be governed by the relevant Hospital Partner’s policies, consent forms, clinical judgment, availability, pricing, billing terms and Applicable Law. Users may be required to execute separate consent forms, admission documents, declarations, indemnities or contractual documents directly with the relevant Hospital Partner. Where specifically requested by the User or the User's authorised family member(s), HudsonSide Health may, on a best-efforts basis, endeavour to obtain updates from the treating Healthcare Professional and facilitate an academic or professional discussion regarding the User's condition. Any observations or suggestions arising from such discussion shall be advisory in nature only, and all decisions relating to the User's diagnosis, treatment and clinical management shall remain solely with the treating Healthcare Professional and the relevant Hospital Partner.
15.4
HudsonSide Health shall not be liable for any refusal of admission, delay in admission, denial of bed, unavailability of specialist, ambulance delay, hospital-acquired infection, hospital billing issue, insurance rejection, discharge issue, treatment decision, procedural complication, death, injury, deterioration, negligence, misconduct, deficiency, regulatory non-compliance or act or omission of any Hospital Partner, except to the extent directly caused by HudsonSide Health’s wilful misconduct as finally determined by a competent authority. Users acknowledge that hospitals, ambulance providers and rehabilitation facilities operate independently and exercise their own clinical, operational and administrative judgment.
15.5
Any estimate, information, availability update, package, quote, expected timeline, discharge timeline or hospital-related communication shared through the Platform shall be indicative only and may be changed by the relevant Hospital Partner. HudsonSide Health does not warrant the accuracy, completeness, timeliness or continued availability of any information received from a Hospital Partner and communicated to the User.
15.6
Any decision regarding admission, discharge, transfer, treatment, surgery, rehabilitation, emergency care, specialist consultation or continuation of care shall be made by the relevant Hospital Partner and the treating Healthcare Professional in accordance with their independent professional judgment and Applicable Law.
15.7
Users acknowledge that bed availability, specialist availability, operating theatre availability, ambulance availability, admission approval, insurance approval and procedural scheduling may change at short notice due to medical priorities, emergencies, regulatory requirements, capacity constraints or circumstances beyond HudsonSide Health's reasonable control.
15.8
HudsonSide Health does not act as an insurer, third-party administrator, insurance intermediary or claims processor and does not guarantee insurance coverage, reimbursement, cashless approval, claim acceptance or payment by any insurer, employer, government authority or third party.
16. MEDICINE DELIVERY COORDINATION
16.1
The Platform may facilitate coordination for medicine delivery through licensed pharmacies, hospital pharmacies, vendors, Pharmacy Partners or delivery partners. HudsonSide Health acts solely as a facilitator or coordinator of such services unless expressly licensed and authorised to dispense or sell medicines under Applicable Law.
16.2
HudsonSide Health does not manufacture medicines and may not itself sell medicines unless specifically licensed to do so. HudsonSide Health does not provide pharmaceutical advice, dispensing services or pharmacy counselling except through appropriately qualified and authorised Healthcare Professionals, where applicable.
16.3
Medicines may be dispensed only against valid prescriptions where required by Applicable Law. Users shall be solely responsible for providing complete, accurate and valid prescriptions and supporting documentation required by the relevant Pharmacy Partner or pharmacy.
16.4
Any medicine-related service, if facilitated through the Platform, shall be subject to Applicable Law HudsonSide Health reserves the right to request additional verification, refuse fulfilment, suspend processing or require confirmation from the prescribing Healthcare Professional where reasonably necessary for patient safety, regulatory compliance or fraud prevention purposes., including the Drugs and Cosmetics Act, 1940, the Drugs and Cosmetics Rules, 1945, the Pharmacy Act, 1948, and applicable prescription, storage, dispensing, sale, delivery, record-keeping and pharmacy requirements. HudsonSide Health may refuse, cancel or restrict any medicine-related request if it believes that fulfilment may violate Applicable Law, prescription requirements, pharmacy policies, controlled-substance restrictions or patient safety requirements.
16.5
HudsonSide Health shall not be liable for unavailability of medicines, pharmacy refusal, regulatory restrictions, delivery delays, substitution by a Pharmacy Partner or pharmacy, packaging issues, temperature exposure during delivery, or misuse after delivery, except to the extent directly caused by HudsonSide Health’s wilful misconduct. Users acknowledge that medicine availability, delivery timelines and fulfilment capability may vary based on stock availability, location, prescription verification requirements, regulatory restrictions, public holidays, logistics constraints and circumstances beyond HudsonSide Health's reasonable control.
16.6
Medicines once dispensed may not be returnable or refundable except as required by Applicable Law or applicable Pharmacy Partner’s policy. Any refund, replacement or return request shall be subject to applicable legal requirements, product condition, pharmacy policies and verification requirements.
16.7
Users must verify medicine name, dosage, expiry, packaging and instructions before consumption. Any discrepancy, damage, tampering, incorrect medicine, incorrect dosage or missing item should be reported promptly to the relevant Pharmacy Partner and HudsonSide Health.
16.8
Users must consult a qualified doctor before consuming any medicine. Users shall not alter dosage, discontinue prescribed treatment, combine medications or commence new medication solely on the basis of information available through the Platform without appropriate medical advice.
16.9
HudsonSide Health shall not be responsible for any medicine substitution, dosage interpretation, dispensing decision, counselling omission or pharmacy-level compliance issue attributable to a Pharmacy Partner or third-party pharmacy. Decisions relating to dispensing, substitution, therapeutic equivalents, stock alternatives, pharmacist counselling, prescription validation and compliance with pharmacy laws shall remain the responsibility of the relevant Pharmacy Partner or pharmacy.
16.10
HudsonSide Health does not warrant that any prescribed medicine, brand, formulation, dosage strength, medical device, consumable or pharmaceutical product will be available, deliverable, lawful, affordable, reimbursable or capable of being supplied at any particular time or location.
16.11
The listing, availability, recommendation, display or coordination of any medicine, pharmacy or Pharmacy Partner through the Platform shall not constitute a representation, endorsement, warranty or guarantee by HudsonSide Health regarding the efficacy, safety, suitability, quality or outcome associated with such medicine or pharmacy service.
16.12
Where Applicable Law requires pharmacist review, prescription validation, patient counselling or verification before dispensing, fulfilment of any medicine request shall remain subject to such requirements notwithstanding any order, booking or request submitted through the Platform.
17. CHRONIC CARE PROGRAMMES
17.1
Chronic care plans may include periodic monitoring, reminders, Consultations, Caregiver support, diagnostic coordination, lifestyle tracking, AI-assisted summaries and doctor coordination. The scope, frequency and nature of such services shall depend upon the applicable programme, care plan, package terms, medical appropriateness, operational feasibility and Healthcare Professional availability.
17.2
Chronic care programmes are supportive in nature and do not guarantee disease control, cure, improvement, prevention of complications or avoidance of hospitalisation. Participation in a chronic care programme shall not create any guarantee of continuous medical supervision, continuous monitoring, real-time intervention or uninterrupted access to Healthcare Professionals.
17.3
Users remain responsible for compliance with medication, diet, exercise, monitoring, follow-up, testing and doctor advice. Users shall promptly report material changes in symptoms, deterioration in health condition, abnormal readings, adverse events, hospitalisations, emergency incidents or changes in medication to the relevant Healthcare Professional where appropriate.
17.4
HudsonSide Health shall not be liable for deterioration caused by non-compliance, delayed escalation, missed medication, inaccurate readings, false reporting, device errors or failure to seek timely medical care. HudsonSide Health shall further not be liable for deterioration arising from incomplete disclosure of symptoms, failure to follow medical advice, delayed consultation with a Healthcare Professional, failure to attend recommended appointments, or reliance on self-monitoring without appropriate medical review.
17.5
Chronic care programmes are intended to supplement and aid in timely attention and assistance, and not replace, regular consultation with a qualified Healthcare Professional. Users remain responsible for obtaining appropriate medical evaluation, treatment, prescriptions, diagnostic testing and emergency care whenever required.
17.6
Any monitoring, reminders, alerts, notifications, AI-assisted summaries, care plans, dashboards, reports or health insights made available through the Platform are informational and supportive in nature and shall not be construed as medical advice, diagnosis, treatment recommendations or emergency alerts.
17.7
Where chronic care programmes involve remote monitoring devices, health-tracking tools, wearable devices or user-reported data, the accuracy, completeness and reliability of such information may be affected by device limitations, connectivity issues, user error, environmental conditions, calibration issues or other factors beyond HudsonSide Health's reasonable control.
17.8
HudsonSide Health may recommend escalation to a Healthcare Professional, emergency service, hospital or specialist where circumstances warrant. The User shall remain responsible for promptly seeking such care and HudsonSide Health shall not be responsible for any consequences arising from failure to follow such recommendation.
18. CORPORATE WELLNESS SERVICES
18.1
Corporate wellness services may be provided to employers, institutions, organisations, employees, consultants or members under separate commercial arrangements. The scope of such services may vary depending on the applicable commercial arrangement, programme design, eligibility criteria and services selected by the relevant organisation.
18.2
These Terms shall apply to corporate users and individual beneficiaries unless superseded by a separate written agreement. In the event of any conflict between these Terms and a separate written agreement executed with a corporate client, such separate written agreement shall prevail solely to the extent of such conflict and only as between HudsonSide Health and the relevant corporate client.
18.3
Corporate wellness services are preventive, informational, advisory or facilitative in nature and are not a substitute for personalised medical care.
18.4
Employers shall not access employee medical data except with valid consent or as permitted by Applicable Law. Where permitted by Applicable Law, HudsonSide Health may provide employers with aggregated, anonymised, de-identified or statistical wellness information that does not reasonably identify any individual employee.
18.5
HudsonSide Health shall not be liable for employment decisions, HR actions, workplace consequences or misuse of wellness data by employers or third parties. HudsonSide Health shall further not be liable for any hiring decision, promotion decision, disciplinary action, compensation decision, workplace accommodation decision, fitness-for-work assessment, termination decision or other employment-related action taken by an employer based on information obtained through or in connection with a corporate wellness programme.
18.6
Individual beneficiaries participating in corporate wellness programmes acknowledge that participation may be voluntary unless otherwise required by their employer or Applicable Law. Users should review any employer-provided programme documentation, consent forms or participation requirements applicable to such programme.
18.7
Unless expressly stated otherwise, employers shall not be entitled to access individual consultation records, Medical Records, diagnostic reports, treatment details, prescriptions, second-opinion reports or other personal health information of individual beneficiaries without the beneficiary's valid consent or other lawful basis under Applicable Law.
18.8
Any health assessments, wellness scores, risk indicators, AI-assisted insights, screening outputs, reports or recommendations generated through a corporate wellness programme are intended solely for informational and wellness-support purposes and shall not constitute medical advice, diagnosis, treatment recommendations or fitness-for-employment determinations.
18.9
HudsonSide Health does not warrant that participation in any corporate wellness programme will improve employee health, reduce healthcare costs, decrease absenteeism, increase productivity, satisfy regulatory requirements or achieve any particular organisational objective.
19. AI TOOLS AND AUTOMATION
19.1
The Platform may use AI Tools for symptom checking, triage support, summaries, transcription, record organisation, care prompts, alerts, risk flags, automation, workflow support, patient engagement or provider assistance. AI Tools may be developed by HudsonSide Health, its affiliates or third-party technology providers and may evolve, be modified, suspended or withdrawn from time to time.
19.2
AI Tools are provided for informational, administrative, assistive and decision-support purposes only. AI Tools are intended to support, and not replace, the independent professional judgment of Healthcare Professionals or the decision-making responsibility of Users.
19.3
AI Tools do not constitute medical advice, diagnosis, prescription, treatment, emergency guidance or a substitute for professional medical judgment. No physician-patient relationship, doctor-patient relationship or other professional healthcare relationship is created solely through interaction with an AI Tool.
19.4
Outputs generated by AI Tools may be incomplete, inaccurate, outdated, biased, inappropriate, misleading or unsuitable for your condition. AI Tools may generate outputs based on patterns, probabilities, assumptions, incomplete data sets or information provided by Users and may not account for all clinical, personal or contextual factors relevant to a particular situation.
19.5
Users shall not rely solely on outputs generated by AI Tools for medical decisions. Users must independently verify all outputs generated by AI Tools with a qualified Healthcare Professional before acting upon them. Users shall not use AI Tool outputs as the sole basis for commencing, discontinuing or modifying medication, treatment, diagnostic testing, hospitalisation decisions or emergency care decisions.
19.6
Healthcare Professionals may review, reject, modify or disregard outputs generated by AI Tools. Any clinical decision, prescription, diagnosis, treatment recommendation or patient-management decision shall remain the responsibility of the relevant Healthcare Professional and not the AI Tool.
19.7
HudsonSide Health does not guarantee the accuracy, completeness, reliability, suitability, availability or safety of outputs generated by AI Tools. HudsonSide Health further does not warrant that AI Tools will operate without interruption, error, delay, technical malfunction, security incident or service degradation.
19.8
Users consent to the use of AI Tools for processing, organising, summarising, translating, analysing or supporting healthcare-related information, subject to the Privacy Policy and Applicable Law.
19.9
HudsonSide Health shall not be liable for any claim arising from reliance on outputs generated by AI Tools, automated summaries, alerts, prompts, chatbot responses, triage suggestions or algorithmic recommendations. Without limitation, HudsonSide Health shall not be liable for any injury, deterioration, delayed diagnosis, delayed treatment, inappropriate treatment, missed escalation, medication-related issue, emergency event, data inaccuracy, communication error or adverse outcome arising from reliance upon AI-generated outputs without appropriate professional review.
19.10
Certain AI Tools may generate summaries, transcriptions, translations, care notes, risk indicators, reminders, alerts or other outputs automatically. Users acknowledge that such outputs may not accurately reflect the entirety of a consultation, Medical Record, communication or clinical situation and should be independently reviewed before use.
19.11
AI Tools are not designed, intended or represented as emergency-response systems, real-time monitoring systems, medical devices, diagnostic tools or autonomous clinical decision-making systems unless expressly stated otherwise and permitted under Applicable Law.
19.12
HudsonSide Health may use third-party AI models, cloud providers, language models, automation tools or technology vendors in connection with the provision of AI-enabled functionalities. Such use shall be subject to applicable contractual, security, confidentiality and data-protection safeguards implemented by HudsonSide Health, as described in the Privacy Policy and Applicable Law.
20. MEDICAL RECORDS AND USER CONTENT
20.1
Users may upload Medical Records, insurance documents, identification documents and other information. Users shall ensure that any information, documents or records uploaded to the Platform are relevant, accurate, legible, complete and lawfully provided.
20.2
Users represent and warrant that all User Content is accurate, complete, lawful, authentic and submitted with necessary authority and consent. Users further represent and warrant that submission of such User Content does not violate any contractual obligation, confidentiality obligation, privacy right, intellectual property right or Applicable Law.
20.3
HudsonSide Health is not responsible for verifying the authenticity, completeness or accuracy of User Content. HudsonSide Health may, but shall not be obligated to, review, reject, remove, suspend access to or request clarification regarding any User Content where it reasonably believes that such content may be inaccurate, unlawful, misleading, harmful, incomplete or inconsistent with Applicable Law.
20.4
HudsonSide Health may rely on User Content for facilitating Services. Users acknowledge that Healthcare Professionals, AI Tools, Care Coordinators, Relationship Managers and third-party service providers may also rely upon such User Content for the purpose of providing, coordinating or facilitating Services.
20.5
HudsonSide Health shall not be liable for any incorrect Medical Opinion, care plan, output generated by AI Tools, recommendation, Consultation-related issue or service issue arising from incorrect, incomplete, forged, misleading, outdated or withheld User Content. Users acknowledge that the quality, suitability and accuracy of Services may depend upon the quality, completeness and accuracy of the User Content made available through the Platform
20.6
Users grant HudsonSide Health a limited, worldwide, non-exclusive, royalty-free licence to use, store, process, transmit, reproduce, display, analyse, translate, summarise and disclose User Content for providing Services, complying with law, resolving disputes, improving operations, protecting rights, and as otherwise set out in the Privacy Policy. Such licence shall continue for so long as reasonably necessary to provide the Services, comply with Applicable Law, maintain records, resolve disputes, enforce legal rights or fulfil legitimate business and operational purposes described in the Privacy Policy.
20.7
Users shall not upload unlawful, defamatory, obscene, fraudulent, infringing, fabricated, manipulated, malicious, corrupted or harmful content. Users shall further not upload any data which contain viruses, malware, ransomware, malicious code, unauthorised software, harmful scripts or any content intended to interfere with the operation, integrity, security or availability of the Platform or Services.
20.8
Users acknowledge that Medical Records may be stored, digitised, organised, indexed, summarised, processed, transmitted, shared or reviewed by HudsonSide Health, Healthcare Professionals, AI Tools, authorised service providers, Diagnostic Partners, Hospital Partners, Pharmacy Partners, U.S. Physicians and other authorised recipients as necessary for providing the Services and in accordance with the Privacy Policy and Applicable Law.
20.9
Users shall remain responsible for maintaining copies of their own Medical Records, prescriptions, reports and other important documents. HudsonSide Health does not guarantee perpetual storage, retrieval or availability of any User Content unless expressly agreed otherwise in writing or required by Applicable Law.
20.10
HudsonSide Health may retain, archive, anonymise, de-identify or securely delete User Content in accordance with Applicable Law, regulatory requirements, professional record-retention obligations, internal retention policies and the Privacy Policy.
20.11
Where Users upload information relating to another individual, including a family member, dependent, patient or beneficiary, the User represents and warrants that they possess all necessary authority, permissions and consents required under Applicable Law to upload, share and permit processing of such information.
21. CONSENT TO CONSULTATION, RECORDING AND COMMUNICATION
21.1
By booking or participating in a Consultation or Care Package, you consent to healthcare interactions being conducted through telemedicine, video, audio, chat, phone, messaging, digital records or other remote communication modes. Such consent shall be deemed to include consent to the use of technologies reasonably necessary for facilitating, documenting, coordinating and supporting such interactions in accordance with Applicable Law.
21.2
You understand the limitations of remote healthcare and accept the risks associated with teleconsultation and digital healthcare delivery. Such risks may include limitations in physical examination, dependence on technology, connectivity disruptions, communication errors, delays, technical failures, data-transmission issues and limitations inherent in remote assessment.
21.3
You expressly consent to HudsonSide Health recording, storing, transcribing, translating, analysing and reviewing Consultations, calls, chats, messages, interactions, care coordination discussions, Caregiver updates, AI interactions and related communications subject to Applicable Law, the Privacy Policy, applicable confidentiality obligations and appropriate security measures implemented by HudsonSide Health, for:
(a)
quality assurance;
(b)
training;
(c)
compliance;
(d)
continuity of care;
(e)
patient safety;
(f)
dispute resolution;
(g)
medico-legal defence;
(h)
fraud prevention;
(i)
service improvement;
(j)
regulatory compliance;
(k)
operational monitoring, generation of summaries, transcripts, care notes, workflow outputs and AI-assisted documentation; and
(l)
any other lawful purpose described in the Privacy Policy.
21.4
Recordings, transcripts and interaction logs may be retained by HudsonSide Health in accordance with its internal policies, Privacy Policy and Applicable Law. Such records may also be reviewed, processed, disclosed or relied upon for audit, training, quality review, dispute resolution, patient safety, legal proceedings, insurance matters, regulatory inquiries and enforcement of legal rights, subject to Applicable Law.
21.5
Users shall not record, publish, circulate, edit, misuse or disclose any Consultation, Caregiver interaction, doctor interaction, HudsonSide Health communication or Platform content without prior written consent of HudsonSide Health and the concerned participants. Nothing in this clause shall restrict any right of a User to retain, access, obtain or use copies of their own Medical Records, prescriptions, reports or information where required or permitted under Applicable Law.
21.6
HudsonSide Health may contact you by phone, WhatsApp, SMS, email, push notification, in-app notification, video call, chatbot, automated system or other available communication channels for service delivery, reminders, payment, support, feedback, compliance, care coordination and lawful promotional purposes, subject to Applicable Law, user consent, communication preferences and applicable telecom, commercial communication, anti-spam and do-not-disturb requirements. Users may manage communication preferences or withdraw consent for promotional communications in accordance with Applicable Law; however, HudsonSide Health may continue to send transactional, service-related, compliance-related, security-related, payment-related, patient-safety-related or legally required communications.
21.7
Users acknowledge and agree that Consultations, care-coordination interactions, Relationship Manager communications, Caregiver updates, AI interactions and other communications may be monitored, recorded, transcribed or documented for patient-safety, quality-assurance, training, compliance, medico-legal, operational and service-improvement purposes in accordance with Applicable Law.
21.8
Where a User participates in a Consultation, communication or interaction involving another individual, including a family member, patient, caregiver, representative or beneficiary, the User represents and warrants that all necessary permissions and consents required under Applicable Law have been obtained from such individual.
21.9
Users acknowledge that recordings, transcripts, summaries and communication logs may not always capture the entirety of a conversation and may contain omissions, inaccuracies, transcription errors, translation errors or technological limitations. Users should promptly notify HudsonSide Health if they become aware of any material inaccuracy.
21.10
To the extent permitted by Applicable Law, HudsonSide Health may use anonymised, aggregated or de-identified communication data, recordings, transcripts or interaction logs for quality improvement, analytics, service development, AI model improvement, research, operational enhancement and other lawful business purposes.
22. PATIENT CONSENT FOR TELEMEDICINE
22.1
By initiating, requesting, scheduling, joining or participating in a Consultation conducted through the Platform, the User expressly consents to receiving healthcare services through telemedicine and acknowledges that such consent may be inferred from the User's conduct in accordance with Applicable Law.
22.2
The User acknowledges that telemedicine may not be appropriate for all medical conditions and that a Healthcare Professional may determine that an in-person consultation, physical examination, diagnostic testing or emergency care is necessary.
22.3
The User understands and accepts the limitations, risks and benefits associated with telemedicine, including limitations relating to technology, connectivity, physical examination and reliance on information provided remotely.
23. DATA PROTECTION AND PRIVACY
23.1
Use of the Platform is subject to HudsonSide Health’s Privacy Policy. The Privacy Policy forms an integral part of these Terms and should be read together with these Terms.
23.2
By using the Platform, you consent to the collection, storage, processing, use, disclosure, transfer and retention of your personal data, health data, Medical Records and other information in accordance with the Privacy Policy and Applicable Law. Where Applicable Law requires specific, express, informed or additional consent for any category of processing, HudsonSide Health may obtain such consent through separate notices, consent forms, check-boxes, electronic acknowledgements or other lawful mechanisms.
23.3
HudsonSide Health may process user submitted data for:
(a)
providing Services;
(b)
booking Consultations;
(c)
coordinating care;
(d)
enabling second opinions;
(e)
communicating with Healthcare Professionals;
(f)
processing payments;
(g)
maintaining Medical Records;
(h)
AI-assisted processing;
(i)
analytics and service improvement;
(j)
compliance;
(k)
fraud prevention;
(l)
dispute resolution;
(m)
lawful business purposes.
(n)
maintaining, securing, operating, monitoring and improving the Platform;
(o)
quality assurance, patient safety and service quality review;
(p)
creation of anonymised, aggregated or de-identified datasets for lawful business, research, analytics, quality improvement or technology-development purposes; and
(q)
enforcement of legal rights, contractual rights and regulatory obligations.
23.4
Data may be shared with Indian Doctors, U.S. Physicians, Caregivers, Diagnostic Partners, Hospital Partners, Pharmacy Partners, technology vendors, payment processors, cloud providers, affiliates, legal advisors, auditors, regulators and other persons where necessary for Services or lawful purposes. Such disclosure shall be limited to the extent reasonably necessary for the relevant purpose and subject to Applicable Law, contractual confidentiality obligations or other appropriate safeguards where applicable.
23.5
HudsonSide Health may endeavour to store primary copies of personal data, health data and Medical Records on servers or systems located within India, where commercially, technically and legally necessary in accordance with the applicable laws. However, cross-border access, viewing, transmission, disclosure or processing may occur in connection with the Services, including where U.S. Physicians, Vance US, technology vendors, cloud providers, affiliates or other service providers are located outside India, as further set out in Clause 22 and the Privacy Policy. Users acknowledge and agree that such cross-border processing may be necessary for provision of second opinions, care coordination, AI-assisted processing, cloud hosting, technical support, compliance, quality review, record management and other Services offered through the Platform.
23.6
HudsonSide Health shall adopt reasonable technical, organisational and security measures as required under Applicable Law for protecting personal data, health data and Medical Records. Such measures may include access controls, authentication mechanisms, encryption, audit logging, vendor-management controls, employee confidentiality obligations, monitoring systems, incident-response procedures and other safeguards as reasonably appropriate to the nature of the information processed. However, the User acknowledges that no digital platform, electronic communication, cloud system, software, server, database, internet transmission or storage system can be guaranteed to be completely secure or immune from unauthorised access, cyberattacks, malware, ransomware, hacking, phishing, system failure, human error or other security incidents.
23.7
HudsonSide Health may process personal data, health data and Medical Records in accordance with Applicable Law, including the Digital Personal Data Protection Act, 2023, rules framed thereunder, and, to the extent applicable, the Information Technology Act, 2000 and the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011. Users acknowledge that applicable data-protection requirements may evolve from time to time and HudsonSide Health may update its practices, Policies and procedures to maintain compliance with Applicable Law.
23.8
In the event of a personal data breach, cybersecurity incident, unauthorised access or security incident affecting personal data, health data or Medical Records, HudsonSide Health shall take such steps as may be required under Applicable Law, including investigation, mitigation, user notification, regulatory notification, cooperation with authorities and remedial measures, as applicable. Nothing in this clause shall be construed as an admission of fault, negligence, liability or regulatory non-compliance by HudsonSide Health.
23.9
HudsonSide Health shall not be liable for any unauthorised access, cyber incident, data loss, data corruption, data breach, security incident, service disruption or compromise of personal data, health data or Medical Records where HudsonSide Health has adopted reasonable security measures in accordance with Applicable Law, except to the extent such incident is caused by HudsonSide Health’s wilful misconduct, gross negligence or material violation of Applicable Law, as finally determined by a competent authority. Users acknowledge that certain cybersecurity incidents may arise from third-party systems, telecommunications networks, internet infrastructure, cloud-service providers, user devices, user credentials or circumstances beyond Vance’s reasonable control.
23.10
Users shall not submit personal data or health data of any third person unless they have valid authority and consent. Users shall be solely responsible for ensuring that any such authority, consent, authorisation or lawful basis remains valid throughout the period during which such information is shared or processed through the Platform.
23.11
In case of conflict between these Terms and the Privacy Policy on data handling, the Privacy Policy shall govern to the extent of such conflict. Nothing in this clause shall limit any rights or obligations arising under Applicable Law. These terms are to be read with the Privacy Policy to give a meaningful understanding of the extent to which Vance may use the submitted user data and under no circumstances will either of the two have any precedence over the other as they are supplementary to each other.
23.12
HudsonSide Health, Healthcare Professionals and authorised service providers may retain Medical Records, Consultation records, prescriptions, communications, recordings, audit logs, transaction records and other information for such period as may be required under Applicable Law, professional obligations, internal compliance requirements, dispute resolution needs, insurance requirements, medico-legal defence or lawful business purposes.
23.13
Upon expiry of applicable retention periods, such information may be deleted, archived, anonymised or otherwise handled in accordance with Applicable Law and Vance's internal policies.
23.14
Subject to Applicable Law, HudsonSide Health may retain, archive, anonymise, aggregate, de-identify or securely delete personal data, health data and Medical Records in accordance with its retention policies, legal obligations, patient-safety requirements, dispute-resolution requirements and legitimate business needs.
23.15
To the extent permitted by Applicable Law, HudsonSide Health may use anonymised, aggregated or de-identified data for analytics, quality improvement, healthcare research, service development, AI model improvement, statistical analysis, reporting and other lawful purposes, provided that such information does not reasonably identify an individual.
23.16
Users acknowledge that certain Services may require the use of third-party communication platforms, cloud infrastructure providers, software vendors, AI service providers, payment processors or technology partners. HudsonSide Health may share information with such providers to the extent reasonably necessary for providing the Services and subject to appropriate contractual, technical or organisational safeguards where required under Applicable Law.
24. CROSS-BORDER DATA TRANSFER AND MEDICAL RECORDS SHARING
24.1
The User acknowledges and agrees that, as part of the Platform’s second opinion, peer-to-peer consultation, medical advisory, care coordination, AI-assisted review and healthcare support services, HudsonSide Health may share, disclose, transmit, make available, permit controlled access to, or otherwise process the User’s personal data, health data, Medical Records, AI Tool-generated summaries and related information with persons or entities located outside India, even where primary storage of such data is maintained within India. Such processing may involve remote viewing, review, annotation, analysis, transcription, summarisation, storage, retrieval, support, maintenance, hosting, troubleshooting or other processing activities reasonably necessary for the provision of Services.
24.2
Such persons or entities may include Vance US, U.S. Physicians, overseas affiliates, parent entities, cloud service providers, technology vendors, AI service providers, data processors, consultants, advisors, compliance personnel, legal advisors, auditors and other authorised representatives involved in providing, supporting, reviewing, improving, documenting or defending the Services. Such recipients may act as independent data fiduciaries, processors, service providers, contractors, consultants or other authorised recipients depending on the nature of the processing activity and the applicable legal relationship.
24.3
The purposes of such cross-border transfer and processing may include:
(a)
obtaining U.S. Physician advisory inputs;
(b)
online second opinions;
(c)
peer-to-peer medical discussions;
(d)
review of Medical Records;
(e)
care coordination;
(f)
preparation of case summaries;
(g)
AI-assisted summarisation, transcription, triage or review;
(h)
quality assurance;
(i)
continuity of care;
(j)
compliance and audit;
(k)
record keeping;
(l)
medico-legal defence;
(m)
dispute resolution;
(n)
fraud prevention;
(o)
service improvement;
(p)
cybersecurity, monitoring and incident response;
(q)
maintenance, support, hosting and operation of technology infrastructure;
(r)
AI model support, validation, testing and performance monitoring, subject to Applicable Law; and
(s)
enforcement of contractual, legal or regulatory rights and obligations.
24.4
By using the Platform, uploading Medical Records, booking a Consultation, requesting a second opinion, availing any Service, or otherwise submitting health information to HudsonSide Health, the User provides free, specific, informed and unambiguous consent for such processing, sharing, transfer and disclosure, subject to the User’s right to withdraw consent in accordance with Applicable Law and the Privacy Policy. Where Applicable Law requires separate or additional consent for any category of processing, HudsonSide Health may obtain such consent through separate consent forms, acknowledgements, electronic notices or other lawful mechanisms.
24.5
Where the User submits data or Medical Records relating to another person, including a minor, elderly person, dependent person, patient, family member or care recipient, the User represents and warrants that the User has obtained valid authority and consent for such cross-border transfer and processing. The User shall be solely responsible for any claim arising from absence, invalidity, revocation or insufficiency of such authority or consent.
24.6
HudsonSide Health shall process such data in accordance with Applicable Law, including applicable Indian data protection, information technology, health data and privacy requirements, and shall take reasonable technical, contractual and organisational steps to ensure that overseas recipients access or process such information only for authorised purposes. Where operationally feasible, HudsonSide Health may restrict overseas recipients to controlled access, viewing, review or annotation of Medical Records through secure systems and may restrict downloading, local storage, onward transfer or unauthorised copying of such information, subject to technical limitations, professional requirements, legal requirements and Applicable Law. HudsonSide Health may require overseas recipients to comply with confidentiality obligations, information-security requirements, contractual restrictions, access controls or other safeguards that HudsonSide Health reasonably considers appropriate having regard to the nature of the information and Applicable Law.
24.7
HudsonSide Health may anonymise, de-identify, pseudonymise, summarise, redact, scrub or aggregate Medical Records or health information for internal analysis, service improvement, AI-assisted workflow improvement, clinical quality review, research support, operational analytics, compliance and lawful business purposes, subject to Applicable Law. HudsonSide Health may take reasonable steps to remove or mask direct identifiers before using such information for such purposes; however, HudsonSide Health does not guarantee that anonymisation, de-identification, pseudonymisation, redaction or aggregation will eliminate all risk of re-identification in every circumstance. To the extent permitted by Applicable Law, anonymised, aggregated or de-identified information may continue to be retained and used after deletion requests, account closure or withdrawal of consent where such information no longer reasonably identifies an individual.
24.8
The User acknowledges that data transferred outside India may be subject to foreign laws, foreign governmental access requirements, overseas processing standards, cloud infrastructure rules and jurisdictional differences. The User further acknowledges that privacy protections, data-subject rights, enforcement mechanisms and regulatory requirements applicable in overseas jurisdictions may differ from those applicable in India. HudsonSide Health shall not be liable for consequences arising solely from foreign legal requirements applicable to overseas recipients, except to the extent caused by HudsonSide Health’s wilful misconduct or violation of Applicable Law.
24.9
If the Government of India notifies any restriction, prohibition or condition on transfer of personal data or health data to any country, territory, entity or class of entities, HudsonSide Health may modify, suspend, restrict, restructure or discontinue the affected cross-border Services without liability. HudsonSide Health may also require additional consents, implement alternative technical arrangements, migrate data-processing activities or modify service workflows to maintain compliance with Applicable Law.
24.10
The User may withdraw consent for future processing in accordance with the Privacy Policy and Applicable Law. However, withdrawal of consent may affect HudsonSide Health’s ability to provide second opinions, U.S. Physician review, care coordination, AI-assisted services, Medical Records storage or other Services requiring such data processing. Withdrawal shall not affect processing already undertaken lawfully prior to such withdrawal or processing required for compliance, record keeping, legal claims, dispute resolution, medico-legal defence or other lawful purposes. Where withdrawal of consent renders continued provision of a Service impossible, impracticable, unlawful or commercially unreasonable, HudsonSide Health may suspend, restrict or terminate the affected Service without liability, subject to Applicable Law.
24.11
The User acknowledges that certain Services, including U.S. Physician reviews, online second opinions, AI-assisted workflows, cloud-based record management and cross-border care coordination, inherently require cross-border access to or processing of information and may not be capable of being provided without such processing.
24.12
To the extent permitted by Applicable Law, HudsonSide Health may use secure cloud infrastructure, software platforms, AI service providers, communication systems, hosting providers, analytics providers and other technology partners located in India or outside India for processing, storing, transmitting or managing information necessary for rendering of services through its platform.
25. USER OBLIGATIONS
25.1
Users shall:
(a)
provide accurate and complete information;
(b)
disclose relevant medical history;
(c)
disclose allergies, medications, diagnoses, surgeries and ongoing treatment disclose any material change in medical condition, hospitalisation, adverse reaction, emergency event or other information reasonably relevant to the Services being provided;
(d)
follow lawful instructions of Healthcare Professionals and HudsonSide Health personnel relating to the safe and proper use of the Platform and Services;
(e)
treat Healthcare Professionals respectfully;
(f)
make timely payments;
(g)
maintain account security;
(h)
seek emergency care when required;
(i)
comply with these Terms and Applicable Law; and
(j)
keep their contact details and communication preferences updated and promptly notify HudsonSide Health if they no longer wish to receive non-essential promotional communications.
(k)
promptly inform HudsonSide Health if information previously provided becomes materially inaccurate, incomplete or misleading;
(l)
obtain all necessary permissions, consents and authority before sharing information, Medical Records or personal data relating to another individual through the Platform.
25.2
Users shall not:
(a)
impersonate another person;
(b)
submit false records;
(c)
misuse prescriptions, procure medicines unlawfully, attempt to obtain restricted medicines without lawful authorisation, or use prescriptions in a manner inconsistent with Applicable Law;
(d)
abuse, harass, threaten, intimidate, discriminate against, assault or otherwise mistreat doctors, Healthcare Professionals, Caregivers, Relationship Managers, Care Coordinators or staff;;
(e)
solicit, privately engage, induce, recruit or attempt to contract directly with Caregivers, nurses, Healthcare Professionals or service providers introduced through the Platform in circumvention of the Platform or applicable service arrangements;
(f)
bypass Platform payments;
(g)
threaten, harass or defame HudsonSide Health or Protected Parties;
(h)
scrape, crawl, reverse engineer or hack the Platform;
(i)
upload malware;
(j)
use the Platform for unlawful purposes;
(k)
misuse AI Tools, attempt to manipulate AI outputs, input unlawful content, conduct automated testing intended to exploit vulnerabilities, or use AI Tools for unlawful, misleading or harmful purposes;
(l)
create duplicate or fraudulent accounts;
(m)
publish disclose, circulate, reproduce, record, livestream, broadcast or otherwise exploit confidential Consultations, Healthcare Professional communications, Caregiver interactions or Platform content without appropriate authorisation;;
(n)
interfere with Platform operations;
(o)
use the Platform, directly or indirectly, to access, copy, monitor, scrape, index, aggregate, benchmark, commercially exploit or misuse information relating to Healthcare Professionals, fees, availability, patient flows, appointment information, service offerings, pricing, Platform operations or business data; and
(p)
use the Platform for any anti-competitive, deceptive, unfair, unlawful or commercially abusive purpose.
(q)
submit, upload, transmit or share Medical Records, personal data or health information relating to another person without lawful authority, consent or other valid legal basis under Applicable Law;
(r)
interfere with, influence, pressure, induce or attempt to influence the independent professional judgment of any Healthcare Professional;
(s)
seek, request or induce any Healthcare Professional to issue false prescriptions, medical certificates, reports, records, insurance documents, reimbursement documents or other healthcare-related documentation;
(t)
use the Platform in a manner that could endanger patient safety, compromise healthcare delivery, interfere with emergency response, disrupt care coordination or adversely affect other Users or Healthcare Professionals;
25.3
Breach of this clause may result in immediate suspension, termination, denial of refund, legal action and indemnity obligations. HudsonSide Health may also remove content, restrict access to particular Services, cancel bookings, suspend accounts, report conduct to law-enforcement authorities, regulatory authorities, professional bodies or other appropriate authorities, and take such other action as HudsonSide Health reasonably considers necessary to protect patient safety, Platform integrity, Healthcare Professionals, Caregivers, Users or its legal rights.
25.4
Users shall provide such identity, age, contact, location, patient-identification or verification information as may be reasonably requested by HudsonSide Health or a Healthcare Professional for compliance with Applicable Law, professional obligations, patient safety requirements, fraud prevention measures or telemedicine requirements.
26. PAYMENTS
26.1
Fees for Services shall be displayed, communicated or agreed prior to booking or commencement of Services. To the extent required under Applicable Law, the total payable amount, including applicable taxes, mandatory charges and fees known at the time of booking, shall be disclosed before confirmation of the transaction.
26.2
Certain customised, premium, concierge, signature, add-on or non-standard Services may be provided on a “call for pricing”, quotation, case-specific or custom pricing basis, and shall be subject to separate confirmation by HudsonSide Health.
26.3
Payments by Indian Users shall be made to Vance India, unless otherwise expressly specified in writing or through the Platform.
26.4
HudsonSide Health may accept payments from a Guardian, Representative, family member or other person, whether located in India or outside India, on behalf of a Patient or Care Recipient located in India, subject to Applicable Law, payment gateway requirements, foreign exchange rules, tax requirements, KYC/verification requirements and HudsonSide Health’s internal policies. The person making payment represents and warrants that such payment is authorised and lawful and that all applicable permissions, approvals and consents required for such payment have been obtained.
26.5
Payments may be processed through third-party payment gateways, banks, UPI, cards, wallets or other payment mechanisms. Such payment services may be governed by separate terms, privacy policies and operating procedures of the relevant third-party provider.
26.6
Users agree to pay all applicable fees, taxes, charges, convenience fees, gateway charges, cancellation charges and other amounts disclosed to the User prior to confirmation of the relevant transaction, except where additional charges arise due to User-requested modifications, statutory changes or circumstances beyond HudsonSide Health’s reasonable control.
26.7
Services may not commence until full or required advance payment is received. HudsonSide Health may suspend, reschedule, withhold or discontinue Services where payment remains outstanding.
26.8
HudsonSide Health may modify pricing at any time for future bookings or Services not yet confirmed. Any such modification shall not affect Services already booked and paid for, except where required due to taxes, regulatory requirements, third-party pricing changes, manifest error or circumstances beyond HudsonSide Health’s reasonable control.
26.9
Pricing errors may be corrected by HudsonSide Health, and HudsonSide Health may cancel or refuse a booking made at an erroneous price. Where payment has already been received for a booking affected by a manifest pricing error, HudsonSide Health may provide the User an opportunity to proceed at the correct price or obtain a refund of the amount paid.
26.10
HudsonSide Health shall not be responsible for payment gateway failure, banking delay, card rejection, UPI failure, unauthorised payment, failed transaction or third-party payment processing issue that is attributable to the relevant payment service provider, banking institution, telecommunications provider or User action. Nothing in this clause shall limit any non-excludable rights available to Users under Applicable Law.
26.11
HudsonSide Health shall endeavour to provide pricing, payment, refund, cancellation and service-related information in accordance with Applicable Law, including applicable consumer protection and e-commerce laws. The User acknowledges that certain Services may be provided, facilitated or fulfilled by Healthcare Professionals, Diagnostic Partners, Hospital Partners, Pharmacy Partners, payment gateways or other third-party providers, and may be subject to additional third-party terms and policies.
26.12
HudsonSide Health shall endeavour to design its pricing, payment, cancellation, consent, subscription, refund and user-interface flows in accordance with Applicable Law, including applicable consumer protection, e-commerce and dark-pattern prevention requirements. Users acknowledge that their decision to purchase or continue any Service shall be based on information presented at the time of purchase and that HudsonSide Health does not employ misleading interface designs, hidden charges or deceptive practices prohibited under Applicable Law. Users acknowledge that final pricing, taxes, third-party charges, payment gateway charges and service-specific terms may be displayed or communicated before confirmation of the relevant Service.
26.13
HudsonSide Health may issue refunds, credits, adjustments, promotional benefits or goodwill gestures at its discretion, provided that such action shall not constitute an admission of liability, deficiency of service, fault or wrongdoing.
27. REFUND, CANCELLATION AND RESCHEDULING POLICY
27.1
Refunds shall be governed by this clause and any separate Refund Policy published by HudsonSide Health. In the event of any inconsistency between this clause and the Refund Policy, the Refund Policy shall prevail to the extent of such inconsistency, unless otherwise required by Applicable Law.
A. CONSULTATIONS
27.2
If a User cancels a Consultation more than 24 hours before the scheduled time, HudsonSide Health may, at its discretion and subject to the Refund Policy, offer a refund, credit or rescheduling.
27.3
If a User cancels less than 24 hours before the scheduled time, the User may not be entitled to a refund and HudsonSide Health may retain all or part of the applicable fees no refund shall be payable.
27.4
If a User fails to attend, joins late, does not provide required Medical Records, does not respond, or is unavailable at the scheduled time, it shall be treated as a no-show and the User may not be entitled to any refund, credit or rescheduling, subject to the Refund Policy and Applicable Law.
27.5
If the Healthcare Professional is unavailable and HudsonSide Health is unable to provide a reasonable substitute or rescheduling option, HudsonSide Health may offer rescheduling, credit or a refund of the amount paid for the affected Consultation, subject to Applicable Law..
27.6
Technical issues caused by the User’s device, internet, software, permissions, browser, phone, network or environment shall not entitle the User to a refund.
27.7
Where a Consultation is interrupted due to Platform-side technical disruption, HudsonSide Health may offer rescheduling at no additional charge.
B. CARE PACKAGES
27.8
No refund shall be payable for any minimum commitment period, lock-in period, blocked caregiver slot, onboarding period, reserved capacity, administrative setup or third-party cost already incurred or committed by HudsonSide Health except where otherwise required by Applicable Law.
27.9
Subject to Clause 27.8, Care Package refunds, if any, shall be available only for the unrendered portion of Services, subject to deductions for administrative charges, onboarding charges, Caregiver allocation costs, third-party charges, consumables, diagnostics, pharmacy costs, taxes, payment gateway charges and any non-refundable expenses, to the extent actually incurred or committed by HudsonSide Health or its service providers.
27.10
No refund shall be payable for Services already rendered, partially rendered, attempted, scheduled, blocked, reserved or refused by the User.
27.11
HudsonSide Health may deny refund in whole or in part, if Services are terminated due to User misconduct, unsafe environment, non-payment, abuse of Caregivers, medical escalation, breach of Terms or unlawful conduct.
27.12
No refund shall be payable for unused, partially used, expired, declined, refused, non-transferable or non-carried-forward package benefits, visits, calls, tests, consultations, discounts, priority scheduling benefits, out-of-hours access, concierge services or add-ons, except where expressly permitted by HudsonSide Health in writing or required by Applicable Law. For clarity, package benefits are intended to be utilised within the applicable package period and shall not create any vested right to monetary reimbursement unless expressly stated otherwise
C. DIAGNOSTICS
27.13
Diagnostic refunds shall be subject to the relevant Diagnostic Partner’s policies, the Refund Policy and Applicable Law.
27.14
Once sample collection is completed or testing has commenced, refunds may be limited or unavailable subject to the applicable Diagnostic Partner’s policies and Applicable Law..
D. MEDICINES
27.15
Medicines once dispensed, shipped or delivered shall not be returnable or refundable except where required by Applicable Law or applicable Pharmacy Partner’s policy, product defect, incorrect supply, damage during transit or other circumstances for which a refund or replacement is legally required.
E. HOSPITAL PARTNERS AND ADMISSION COORDINATION
27.16
Any hospital admission, discharge, procedure, room, bed, ambulance, emergency, rehabilitation, facility, insurance, billing or Hospital Partner-related refund shall be governed by the relevant Hospital Partner’s policies, consent forms, billing terms and Applicable Law. User acknowledges and agrees that it will have no recourse to HudsonSide Health for any actions of the Hospital or its staff, nurses, doctors, surgeons and the Hospital Management.
27.17
HudsonSide Health shall not be liable for any refund, billing dispute, delay, denial of admission, discharge issue, hospital charge, insurance denial, ambulance issue, facility issue or service issue attributable to a Hospital Partner, except to the extent expressly undertaken by HudsonSide Health in writing or required under Applicable Law.
F. CHARGEBACKS
27.18
Users shall not initiate false, fraudulent, abusive, bad-faith or unjustified chargebacks.
27.19
Any wrongful chargeback shall constitute a material breach of these Terms.
27.20
HudsonSide Health may recover chargeback amounts, bank fees, legal costs, administrative costs and damages from the User to the extent permitted under Applicable Law.
27.21
Where a refund is approved, HudsonSide Health shall endeavour to process such refund within the timelines prescribed under Applicable Law or, where no such timeline is prescribed, within a commercially reasonable period. Refund timelines may vary depending on the payment method, banking system, payment gateway or financial institution involved. For any delay in refund processing, under no circumstances will the user be entitled to claim any interest on the refund amount or have any other recourse seeking any damages, compensation etc. from HudsonSide Health and liability of Vance will be restricted to the amount of refund that is approved by HudsonSide Health in writing only.
27.22
HudsonSide Health may issue refunds through the original payment method, as service credits, wallet credits, promotional credits or such other mechanism as permitted under Applicable Law and communicated to the User.
27.23
No refund, credit, rescheduling or compensation shall be payable for delays, interruptions, cancellations or inability to provide Services caused by force majeure events, including natural disasters, epidemics, pandemics, governmental restrictions, strikes, labour disruptions, internet outages, telecommunications failures, cyber incidents, acts of God or other events beyond HudsonSide Health’s reasonable control, except where otherwise required by Applicable Law.
28. THIRD-PARTY SERVICES
28.1
The Platform may contain or facilitate access to Third-Party Services, including Diagnostic Partners, Hospital Partners, Pharmacy Partners, laboratories, pharmacies, hospitals, clinics, nursing homes, rehabilitation centres, payment gateways, cloud providers, communication tools, software providers, medical device providers, ambulance providers, delivery partners and independent Healthcare Professionals.
28.2
HudsonSide Health does not control Third-Party Services and shall not be liable for acts, omissions, delays, negligence, errors, misconduct, data breaches, service failures or regulatory non-compliance of third parties, except to the extent directly caused by HudsonSide Health's own wilful misconduct, gross negligence or violation of Applicable Law, as finally determined by a competent authority.
28.2.1
Third-Party Services are provided by independent persons or entities and not by HudsonSide Health, unless expressly stated otherwise in writing. Any contract, engagement, prescription, diagnosis, treatment, admission, test, delivery, payment service, software service or other service provided by a third party shall be solely between the User and the relevant third party, except to the extent expressly undertaken by HudsonSide Health.
28.3
Users may be required to accept third-party terms, conditions, privacy policies, consent forms, disclaimers, payment terms, operational requirements or other contractual documents before accessing or receiving Third-Party Services.
28.4
HudsonSide Health’s facilitation, coordination, listing, introduction, recommendation, assignment, scheduling or enablement of Third-Party Services does not constitute endorsement, warranty or guarantee, certification or representation regarding the quality, suitability, legality, availability, safety, outcome or performance of such Third-Party Services.
28.5
The Platform may contain links to third-party websites, applications, platforms, content or resources. Such links are provided for convenience only. HudsonSide Health does not control, endorse, verify or assume responsibility for any third-party website, application, content, policy, product, service, representation, accuracy, legality, security or availability. Users access third-party links at their own risk. The inclusion of any link, integration, reference, listing or third-party content shall not be construed as an endorsement, sponsorship, recommendation or approval by HudsonSide Health.
28.6
Third-Party Services may be modified, suspended, discontinued, restricted or withdrawn by the relevant third-party provider at any time without notice. HudsonSide Health shall not be liable for any resulting interruption, cancellation, delay, unavailability or change in such Third-Party Services.
28.7
Users acknowledge that Third-Party Services may be subject to separate pricing, charges, billing arrangements, refund policies, cancellation policies, warranties, service levels, regulatory requirements and operational procedures determined by the relevant third-party provider.
28.8
Where HudsonSide Health shares User information, Medical Records or personal data with a Third-Party Service provider for the purpose of providing Services, such sharing shall be subject to the Privacy Policy, Applicable Law and any required user consent. Thereafter, the third-party provider's handling of such information may be governed by its own privacy practices, policies and legal obligations.
28.9
HudsonSide Health may undertake reasonable onboarding, verification, empanelment, credential review or commercial due diligence in relation to certain Third-Party Service providers. However, such review shall not constitute a guarantee of quality, competence, regulatory compliance, future performance, availability or suitability of any Third-Party Service provider.
29. NO GUARANTEE OF OUTCOME
29.1
HudsonSide Health does not guarantee:
(a)
cure;
(b)
recovery;
(c)
improvement;
(d)
diagnosis accuracy;
(e)
treatment success;
(f)
prevention of complications;
(g)
availability of doctors;
(h)
Caregiver continuity;
(i)
diagnostic accuracy;
(j)
medicine availability;
(k)
availability of hospital beds, admission, ambulance, facility-based care or Hospital Partner services;
(l)
availability of out-of-hours access or emergency response;
(m)
AI accuracy;
(n)
response time; and
(o)
suitability of any Service, for a particular User, medical condition or circumstance.
29.2
Healthcare outcomes depend on multiple factors outside HudsonSide Health’s control, including patient condition, medical history, compliance, biology, local care, emergency response, Caregiver environment, Third-Party Services and treating physician decisions.
29.3
The User acknowledges that any Medical Opinion, Consultation, second opinion, Care Package, healthcare coordination service, diagnostic coordination, medicine delivery coordination, AI Tool output or other Service made available through the Platform is provided on a reasonable-efforts basis and shall not be construed as a guarantee of any particular clinical, medical, therapeutic, diagnostic, financial or service-related outcome.
29.4
Nothing in these Terms shall be construed as limiting any rights or remedies that may not be lawfully excluded or restricted under Applicable Law.
30. INTELLECTUAL PROPERTY
30.1
The Platform, including its software, design, interface, layout, workflow, features, databases, content, text, graphics, logos, trademarks, service marks, trade dress, videos, images, AI workflows, prompts, templates, algorithms, documentation, reports, summaries and materials, source code, object code, datasets, care coordination methodologies, operational protocols, healthcare content, educational content and patient-engagement materials, is owned by or licensed to HudsonSide Health and is protected under applicable intellectual property, copyright, trademark, trade secret and proprietary rights laws.
30.2
All prompts, workflows, templates, AI-assisted summaries, system outputs, operational formats, classification systems, care coordination formats and platform-generated materials, excluding User Content and Medical Records, shall belong to HudsonSide Health or its licensors and shall constitute HudsonSide Health's proprietary intellectual property and confidential information.
30.3
Users are granted a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Platform solely for personal and lawful purposes and strictly in accordance with these Terms.
30.4
Users shall not:
(a)
copy, reproduce or distribute Platform content;
(b)
scrape, crawl, mine or harvest data;
(c)
reverse engineer software;
(d)
create derivative works;
(e)
remove proprietary notices;
(f)
use HudsonSide Health marks without permission;
(g)
commercially exploit Platform content;
(h)
use automated bots or scripts;
(i)
interfere with Platform security;
(j)
use any Platform content, AI outputs, prompts, workflows, templates, reports, summaries, datasets or materials to train, validate, benchmark, improve or develop any artificial intelligence, machine-learning or automated decision-making system;
(k)
copy, replicate or commercially exploit any care coordination model, operational methodology, healthcare workflow, package structure, patient-engagement process or service-delivery framework used by HudsonSide Health;
(l)
frame, mirror or reproduce any portion of the Platform on another website, application or service;
(m)
access the Platform for the purpose of creating a competing product or service; or
(n)
otherwise infringe, misappropriate or violate any intellectual property or proprietary rights of HudsonSide Health or its licensors.
30.5
All rights not expressly granted are reserved by HudsonSide Health.
30.6
Any feedback, suggestions, recommendations, enhancement requests, comments, ideas or proposals submitted by a User regarding the Platform or Services may be used by HudsonSide Health without restriction, attribution or compensation, and the User hereby grants HudsonSide Health a perpetual, irrevocable, worldwide, royalty-free licence to use, modify, implement and commercialise the same.
30.7
Nothing in these Terms shall transfer ownership of any intellectual property rights from HudsonSide Health to any User. Users retain ownership of their User Content and Medical Records, subject to the rights granted to HudsonSide Health under these Terms, the Privacy Policy and Applicable Law.
30.8
The User acknowledges that the selection, arrangement, compilation, organisation, coordination and presentation of Healthcare Professionals, Care Packages, Medical Records workflows, care coordination systems, escalation protocols, AI-assisted workflows and healthcare support processes available through the Platform may constitute valuable proprietary know-how, confidential information and trade secrets of HudsonSide Health.
31. FEEDBACK
31.1
HudsonSide Health may collect feedback, reviews, ratings, suggestions, survey responses, testimonials, complaints, recommendations or improvement inputs from Users for business, product, operational, quality, training, compliance, marketing and service improvement purposes, subject to Applicable Law and the Privacy Policy.
31.2
HudsonSide Health may use anonymised, aggregated or de-identified feedback, ratings, survey responses or service experience information without further consent, provided such use does not directly identify the User or Patient and is otherwise permitted under Applicable Law.
31.3
HudsonSide Health shall not publish or use any User’s name, photograph, image, video, identifiable testimonial, identifiable health information, personal story, case study or Medical Records for marketing or promotional purposes without obtaining appropriate consent, where required under Applicable Law.
31.4
Subject to Applicable Law and any consent requirements thereunder, HudsonSide Health may publish, display or reproduce ratings, reviews, testimonials or service-experience feedback submitted by Users, provided that any personal data, health information or patient-identifiable information is used only in accordance with the Privacy Policy and Applicable Law.
31.5
The Users grant HudsonSide Health a perpetual, worldwide, royalty-free irrevocable, transferable, sub licensable and non-exclusive licence to use non-confidential feedback and suggestions for business, product, marketing, operational and service improvement purposes, subject to Applicable Law.
31.6
To the extent permitted by Applicable Law, the User acknowledges and agrees that HudsonSide Health shall be free to use, implement, modify, commercialise, adapt, incorporate or otherwise exploit any feedback, suggestion, recommendation, idea, enhancement request or improvement proposal submitted by the User without any obligation of attribution, approval, royalty, compensation or accounting to the User.
31.7
The User represents and warrants that any review, rating, feedback, testimonial, comment or suggestion submitted to HudsonSide Health shall be truthful, lawful, non-defamatory, non-misleading and based on the User’s genuine experience with the Platform or Services.
31.8
HudsonSide Health reserves the right, but shall have no obligation, to review, moderate, edit, decline, remove, refuse to publish or take down any feedback, review, rating, testimonial or other submission that HudsonSide Health reasonably believes is inaccurate, misleading, unlawful, abusive, defamatory, fraudulent, violates Applicable Law or infringes the rights of any person.
32. WEBSITE CONTENT
32.1
Website content is provided for general informational educational and awareness purposes only.
32.2
Content may not be accurate, complete, current, suitable for your specific condition, medically appropriate for your circumstances or reflective of the latest medical developments, regulatory requirements or clinical practices.
32.3
Users should not rely on website content as medical advice, diagnosis, treatment advice, prescription guidance, emergency guidance or a substitute for consultation with a qualified Healthcare Professional.
32.4
HudsonSide Health may modify or remove content at any time without prior notice.
32.5
HudsonSide Health does not undertake to update Website content in real time and makes no representation that any content will always remain current, accurate, complete or available.
32.6
The Website may contain healthcare articles, blogs, newsletters, educational resources, care guides, videos, webinars, FAQs, AI-generated content, summaries, infographics, research references, medical commentary, wellness content or other informational material. Such content is intended solely for general informational purposes and shall not be construed as professional medical advice, diagnosis, treatment, prescription, medical opinion or healthcare recommendation.
32.7
Any healthcare, wellness, medical, nutritional, fitness, preventive-care or lifestyle-related information made available through the Website may not be suitable for every individual and should not be relied upon without considering the User’s specific medical condition, history, medications, allergies and individual circumstances.
32.8
The Website may contain references to Healthcare Professionals, medical conditions, treatment approaches, medicines, devices, hospitals, laboratories, diagnostic services, procedures, technologies or third-party resources. Such references are provided for informational purposes only and shall not constitute a recommendation, endorsement, guarantee, representation or warranty by HudsonSide Health unless expressly stated otherwise.
32.9
To the extent permitted by Applicable Law, HudsonSide Health shall not be liable for any decision, action, omission, treatment choice, delay in seeking treatment, self-medication, self-diagnosis, discontinuation of treatment or other consequence arising from reliance upon Website content without appropriate consultation with a qualified Healthcare Professional.
32.10
Where the Website contains links, references or access to third-party content, publications, websites, articles, resources or materials, HudsonSide Health does not independently verify or endorse the accuracy, completeness, reliability, legality or suitability of such content and shall not be responsible for any reliance placed upon the same.
32.11
Nothing contained on the Website shall create a physician-patient relationship, Healthcare Professional-patient relationship or any other clinical relationship between the User and HudsonSide Health or any Healthcare Professional merely by reason of the User accessing, reading, viewing or interacting with such content.
33. SUSPENSION AND TERMINATION
33.1
HudsonSide Health may suspend, restrict, terminate or refuse access to the Platform or Services at any time, with or without notice, if:
(a)
User breaches or violates any of these Terms;
(b)
User fails to make payment due with the requisite time;
(c)
User misuses any of the Services;
(d)
User abuses, assaults, insults, makes derogatory remarks, uses profanity towards inter alia the staff, representatives, doctors, nurses, Healthcare Professionals;
(e)
User is found to have intentionally provided false and/or misleading information;
(f)
User’s conduct compromises safety and elevates any adverse risks;
(g)
regulatory risk arises;
(h)
fraud is suspected;
(i)
emergency care is required;
(j)
Platform misuse occurs;
(k)
continuation of service is commercially, medically, operationally or legally impractical.
(l)
HudsonSide Health is required to do so by Applicable Law, court order, regulatory direction, governmental authority or law enforcement agency;
(m)
continued access may adversely affect Platform security, integrity, availability, functionality or the rights of other Users;
(n)
any Healthcare Professional, Caregiver, Hospital Partner, Diagnostic Partner, Pharmacy Partner or third-party service provider withdraws availability or declines to continue providing the relevant Services; or
(o)
HudsonSide Health reasonably determines that suspension, restriction or termination is necessary to protect patient safety, comply with Applicable Law, prevent abuse of the Platform or safeguard its legitimate business interests.
33.2
Termination shall not affect accrued rights, payment obligations, indemnities, disclaimers, limitations of liability, intellectual property rights, confidentiality, dispute resolution provisions or provisions intended to survive. For the avoidance of doubt, all provisions which by their nature are intended to survive termination or expiry of these Terms shall continue in full force and effect.
33.3
Termination or suspension due to User breach shall not entitle the User to any refund, except where required by Applicable Law. Any refund, credit or adjustment provided by HudsonSide Health notwithstanding such suspension or termination shall be entirely at HudsonSide Health’s discretion unless otherwise required under Applicable Law.
33.4
Users may discontinue use of the Platform at any time. However, termination of an account shall not affect any payment obligations, outstanding fees, completed Services, ongoing investigations, legal rights, record-retention obligations or obligations that have accrued prior to such termination.
33.5
HudsonSide Health may retain, archive, restrict access to or delete account information, Medical Records, User Content and other data following suspension or termination in accordance with Applicable Law, its Privacy Policy, record-retention obligations and legitimate business requirements.
34. DISCLAIMER OF WARRANTIES
34.1
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND SERVICES ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE”, “WITH ALL FAULTS” BASIS.
34.2
HudsonSide Health disclaims all warranties, express, implied, statutory or otherwise, including warranties of merchantability, fitness for a particular purpose, accuracy, completeness, reliability, availability, non-infringement, uninterrupted service, security, quality, suitability or outcome and any warranties arising from course of dealing, course of performance or usage of trade.
34.3
HudsonSide Health does not warrant that:
(a)
the Platform or information contained or listed thereon will be uninterrupted or error-free;
(b)
defects will be corrected although HudsonSide Health is committed to take utmost care to rectify the defects when they are discovered;
(c)
Services will meet expectations of all users and expectations being relative and ever changing, HudsonSide Health strives and endeavours to work towards meeting all expectations of the user in as much is passible and feasible;
(d)
its services assures the user/patient a guaranteed improvement in the medical condition after opting for services for HudsonSide Health;
(e)
outputs generated by AI Tools will be accurate;
(f)
doctors or Caregivers will always be available;
(g)
data will never be lost, corrupted, accessed without authorisation, breached, unavailable, compromised or subject to a security incident;
(h)
Third-Party Services will be error-free;
(i)
any Consultation, Medical Opinion, second opinion, Care Package, diagnostic service, hospital coordination service, medicine delivery service or Healthcare Professional will be suitable for a User’s specific condition or requirements;
(j)
any Healthcare Professional, Diagnostic Partner, Hospital Partner, Pharmacy Partner, Caregiver or third-party service provider will be continuously available, available within any specific timeframe or available in any particular geographic location;
(k)
the Platform will operate without interruption caused by maintenance, upgrades, software issues, telecommunications failures, internet disruptions, cyberattacks, force majeure events or third-party service failures;
(l)
any information, content, educational material, health-related content, alerts, reminders, recommendations, summaries or communications made available through the Platform will be accurate, complete, current or suitable for any particular purpose;
(m)
any Medical Record, report, prescription, communication, message, notification, summary, transcript or User Content will be preserved without loss, delay, corruption, alteration or unavailability;
(n)
any Service will be available at all times or that any specific feature, functionality, Healthcare Professional, AI Tool, Care Package or service offering will continue to be made available by HudsonSide Health; or
(o)
the Platform or Services will be free from viruses, malware, ransomware, harmful code, unauthorised intrusions or other security vulnerabilities, notwithstanding HudsonSide Health’s implementation of reasonable security measures.
34.4
Users access and use the Platform at their own risk.
34.5
No information, statement, communication, marketing material, brochure, website content, advertisement, recommendation, response, support communication or representation made by HudsonSide Health, whether oral, written, electronic or otherwise, shall create any warranty, guarantee or representation unless expressly set out in these Terms or required under Applicable Law.
34.6
The User acknowledges that healthcare outcomes depend on numerous factors beyond HudsonSide Health’s control and is dependant on multiple factors and all of which is impossible to be identified in each circumstances, including the User’s medical condition, medical history, compliance with treatment, accuracy of information provided, availability of Healthcare Professionals, emergency response, third-party services, biological factors and decisions made by treating physicians. Accordingly, no warranty or guarantee is provided regarding any healthcare-related outcome.
35. LIMITATION OF LIABILITY
35.1
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PROTECTED PARTIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR REMOTE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, EMOTIONAL DISTRESS, MENTAL AGONY, REPUTATIONAL HARM, MEDICAL DETERIORATION, LOSS OF OPPORTUNITY OR SIMILAR DAMAGES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, EQUITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
35.2
Without prejudice to the generality of the foregoing, the Protected Parties shall not be liable for claims arising from:
(a)
medical outcomes;
(b)
emergency situations;
(c)
patient non-compliance;
(d)
inaccurate information;
(e)
Third-Party Services;
(f)
U.S. Physician advisory opinions;
(g)
implementation of cross-border recommendations;
(h)
Caregiver unavailability;
(i)
diagnostic errors by third parties;
(j)
pharmacy, hospital, ambulance, admission, discharge, rehabilitation, facility, billing, insurance or delivery issues;
(k)
technology failure;
(l)
outputs generated by AI Tools;
(m)
unauthorised account access;
(n)
data breach, cyber incident, data loss, data corruption, security incident or unauthorised access not caused by HudsonSide Health’s wilful misconduct, gross negligence or material violation of Applicable Law;
(o)
force majeure;
(p)
acts or omissions of independent Healthcare Professionals;
(q)
acts, omissions, delays, denial of admission, discharge issues, billing disputes, clinical decisions, regulatory non-compliance or service failures of Hospital Partners;
(r)
reliance on Medical Opinions, second opinions, AI-generated outputs, summaries, alerts, recommendations, educational materials or healthcare content made available through the Platform;
(s)
delays in seeking medical treatment, emergency care, hospitalisation, diagnostic testing or physician review;
(t)
interruptions, downtime, maintenance, software defects, internet failures, telecommunications failures, cyberattacks or failures of third-party technology providers;
(u)
loss, corruption, delay, inaccuracy or unavailability of Medical Records, reports, prescriptions, communications or User Content; and
(v)
any act, omission, misconduct, negligence, fraud, regulatory non-compliance or service deficiency of any Diagnostic Partner, Pharmacy Partner, Hospital Partner, Caregiver, Healthcare Professional or other third-party service provider.
35.3
To the maximum extent permitted by Applicable Law, HudsonSide Health’s total aggregate liability for all claims arising out of or relating to the Platform or Services shall not exceed the lower of:
(a)
the amount actually paid by the User to HudsonSide Health for the specific Service giving rise to the claim during the three months immediately preceding the claim; or
(b)
INR 10,000.
The limitation set out in this clause i.e., Clause 35.3 shall apply in the aggregate to all claims, causes of action, proceedings, complaints, demands, losses and liabilities arising out of or relating to the same facts, circumstances, transaction, series of transactions or course of conduct, regardless of the number of claims asserted or the number of Protected Parties involved.
35.4
No claim may be brought against any founder, shareholder, director, officer, employee, advisor, investor, affiliate, doctor, Caregiver, contractor or representative personally for any act relating to the Platform or Services, except where such personal liability cannot be excluded under Applicable Law.
35.5
Any claim relating to Services availed by an Indian User shall, subject to these Terms and Applicable Law, be brought only against Vance India and not against Vance US or any other Protected Party, unless such claim cannot lawfully be restricted.
35.6
To the fullest extent permitted by Applicable Law, the User acknowledges and agrees that the allocation of risk reflected in these Terms constitutes an essential basis of the bargain between the User and HudsonSide Health, and that HudsonSide Health would not make the Platform or Services available on the same terms in the absence of the limitations, exclusions and disclaimers contained herein.
35.7
Where a Consultation, prescription, diagnosis, treatment recommendation or Medical Opinion is provided by an independent Healthcare Professional, responsibility for such professional medical services shall remain with the relevant Healthcare Professional to the extent required under Applicable Law. Nothing in these Terms shall be construed as HudsonSide Health assuming liability for the independent exercise of professional medical judgment by a Healthcare Professional.
35.8
The User’s sole and exclusive remedy for dissatisfaction with the Platform or Services shall be to discontinue use of the Platform and, where applicable, seek any refund expressly available under these Terms or required under Applicable Law.
35.9
Nothing in these Terms shall exclude liability to the extent such exclusion is prohibited by Applicable Law.
35.10
Nothing in this Clause shall exclude or limit liability arising from fraud, wilful misconduct or any other liability that cannot be excluded or restricted under Applicable Law.
36. INDEMNITY
36.1
You agree to indemnify, defend and hold harmless the Protected Parties from and against all claims, complaints, proceedings, notices, investigations, losses, liabilities, damages, penalties, fines, costs and expenses, including legal fees, arising out of or relating to:
(a)
your use or misuse of the Platform;
(b)
your breach of these Terms;
(c)
inaccurate or incomplete information;
(d)
unauthorised consent or representation;
(e)
misuse of Medical Opinions;
(f)
failure to seek emergency care;
(g)
patient non-compliance;
(h)
abuse or mistreatment of Caregivers;
(i)
unsafe home environment;
(j)
violation of Applicable Law;
(k)
infringement of third-party rights;
(l)
wrongful chargebacks;
(m)
misuse of prescriptions;
(n)
unauthorised recording or publication;
(o)
claims by family members, heirs, representatives or dependents;
(p)
claims arising from Third-Party Services requested by you;
(q)
reliance on outputs generated by AI Tools;
(r)
any claim arising from User Content, Medical Records or information uploaded, submitted, shared or authorised by the User;
(s)
any allegation that Vance, HudsonSide Health US or any Protected Party acted upon information, instructions, authorisations or consents provided by you in good faith;
(t)
any claim arising from your relationship with the Patient, including disputes concerning authority, guardianship, representation, consent, inheritance, family arrangements or healthcare decision-making authority; and
(u)
any act, omission, negligence, misconduct, fraud or breach attributable to you or any person acting on your behalf.
36.2
HudsonSide Health reserves the right to assume exclusive defence and control and settlement of any matter subject to indemnification under these Terms. In such event, user shall fully cooperate with HudsonSide Health and its representatives in the investigation, defence and resolution of the relevant matter.
36.3
User shall promptly provide all information, documents, records, evidence, assistance and cooperation reasonably requested by HudsonSide Health in connection with the defence, investigation, settlement or resolution of any claim, complaint, proceeding or matter for which indemnification may apply.
36.4
User’s indemnity obligations shall survive suspension, expiry, cancellation, termination or discontinuation of the Platform, Services or of these Terms.
36.5
HudsonSide Health may recover from the user all reasonable costs, expenses, losses, liabilities, settlements, penalties and legal fees incurred in enforcing its rights under this Clause.
36.6
The indemnity obligations contained in this Clause are independent of, and in addition to, any other rights or remedies available to HudsonSide Health under these Terms, at law or in equity.
37. PROTECTION OF FOUNDERS, DIRECTORS, DOCTORS, CAREGIVERS AND OTHER PROTECTED PARTIES
37.1
All disclaimers, limitations of liability, indemnities, releases, waivers and protections granted to HudsonSide Health under these Terms shall extend to all Protected Parties to the fullest extent permitted under Applicable Law, as if each such Protected Party were expressly named in the relevant provision.
37.2
The Protected Parties shall be deemed third-party beneficiaries of these Terms and shall be entitled to enforce protections available under these Terms in their own name and for their own benefit, notwithstanding that they are not signatories to these Terms.
37.3
No User shall initiate personal claims against founders, directors, shareholders, officers, employees, contractors, advisors, doctors, Caregivers, nurses, representatives, affiliates or group entities for acts connected with the Platform or Services, except where such restriction is prohibited by Applicable Law.
37.4
To the fullest extent permitted by Applicable Law, no Protected Party shall incur any personal liability arising out of or relating to the Platform, the Services, any Consultation, Medical Opinion, Care Package, Cross-Border Medical Review, AI Tool, care coordination activity, communication, record review, administrative support, scheduling activity or any act or omission undertaken in good faith within the scope of such person’s duties, engagement or association with HudsonSide Health.
37.5
The User expressly waives, to the fullest extent permitted by Applicable Law, any right to seek recovery from any Protected Party in their personal capacity for losses, damages, costs, expenses, claims or liabilities arising out of or relating to the Platform or Services, and agrees that any remedy shall be limited to the contracting entity responsible for the relevant Service, subject to the limitations contained in these Terms.
37.6
Any claim must be brought only against the contracting entity responsible for the relevant Service, subject to the limitations set out herein. For Indian Users, such contracting entity shall be Vance India, unless expressly specified otherwise in writing.
37.7
Without prejudice to the foregoing, nothing in these Terms shall limit liability that cannot lawfully be excluded under Applicable Law, including liability arising from fraud, wilful misconduct or any other liability which Applicable Law prohibits from being excluded or restricted.
37.8
The inclusion, empanelment, engagement, introduction, assignment, coordination or availability of any doctor, U.S. Physician, Healthcare Professional, Caregiver, nurse, Relationship Manager, Care Coordinator, contractor, consultant or representative through the Platform shall not by itself create any partnership, employment relationship, agency relationship, joint venture, fiduciary relationship or personal assumption of liability by such individual towards the User beyond that which may arise under Applicable Law.
38. RELEASE
38.1
To the maximum extent permitted by Applicable Law, the User releases the Protected Parties from claims arising out of:
(a)
independent medical judgment of Healthcare Professionals;
(b)
Third-Party Services, including services of Hospital Partners, Diagnostic Partners and Pharmacy Partners;
(c)
acts, omissions, policies, billing, pricing, insurance decisions, availability, admission, discharge, ambulance services, emergency response, facility-level decisions, clinical decisions, treatment decisions, procedural outcomes or regulatory compliance matters of Hospital Partners;
(d)
home care risks;
(e)
emergency delays;
(f)
technology failures, connectivity issues, network interruptions, software errors, hardware failures, telecommunications issues, platform downtime or other technology-related disruptions not caused by HudsonSide Health's wilful misconduct;
(g)
user-provided misinformation;
(h)
cross-border advisory limitations;
(i)
outputs generated by AI Tools, including AI-generated summaries, alerts, prompts, recommendations, triage suggestions, risk flags, transcriptions, translations or automated outputs;
(j)
non-availability of Services;
(k)
user non-compliance;
(l)
any Medical Opinion, second opinion, peer-to-peer discussion, advisory input or recommendation provided by an independent Healthcare Professional exercising independent professional judgment;
(m)
delays, cancellations, rescheduling, unavailability or replacement of any Healthcare Professional, Caregiver, nurse, Diagnostic Partner, Hospital Partner or Pharmacy Partner;
(n)
inaccuracies, omissions, delays or deficiencies in Medical Records, diagnostic reports, prescriptions, test results or information supplied by third parties or by the User;
(o)
cross-border healthcare reviews, U.S. Physician advisory opinions, differences in medical practices, regulatory restrictions or jurisdictional limitations;
(p)
any failure by the User to follow medical advice, seek emergency care, attend appointments, undergo recommended investigations, take prescribed medication or otherwise comply with treatment recommendations;
(q)
any act, omission, negligence, misconduct, service deficiency, billing dispute, regulatory issue or data-processing activity attributable to a Third-Party Service provider;
(r)
data breaches, cyber incidents, unauthorised access, service interruptions, system failures or security incidents not caused by HudsonSide Health's wilful misconduct, gross negligence or material violation of Applicable Law.
38.2
The foregoing release shall apply whether the relevant claim is brought by the User, Patient, family member, guardian, heir, representative, insurer, employer or any person claiming through or on behalf of the User or Patient, to the maximum extent permitted by Applicable Law.
38.3
Nothing in this Clause shall operate to exclude or limit any liability that cannot be excluded, restricted or waived under Applicable Law.
39. FORCE MAJEURE
39.1
HudsonSide Health shall not be liable for delay, failure, interruption, suspension or non-performance of the Platform or any Service, nor shall such delay, failure, interruption, suspension or non-performance constitute a breach of these Terms, caused by events beyond its reasonable control, including:
(a)
acts of God;
(b)
epidemics, pandemics, public health emergencies, outbreaks of infectious disease or quarantine restrictions;
(c)
war, terrorism, riots, civil unrest, armed conflict, military action or national emergency;
(d)
strikes, labour issues, lockouts, industrial disputes or workforce shortages;
(e)
government action, governmental orders, directives, sanctions, embargoes or restrictions;
(f)
regulatory restrictions, or changes in Applicable Law;
(g)
internet failure, telecommunications failures or network disruptions;
(h)
cyberattacks, ransomware attacks, hacking incidents, malware attacks, denial-of-service attacks or other cybersecurity incidents;
(i)
power failure, or utility failure;
(j)
natural disasters, including floods, earthquakes, storms, cyclones, lightning, fire or other environmental events;
(k)
failure of third-party providers, vendors, suppliers, subcontractors, cloud providers, technology providers, communication providers, hospitals, laboratories, pharmacies or payment service providers;
(l)
medical supply shortages, medicine shortages, equipment shortages or consumable shortages;
(m)
Caregiver unavailability, workforce shortages, illness, resignation or incapacity of personnel;
(n)
transport disruption, travel restrictions, transportation failures or logistical delays;
(o)
payment gateway failures, banking failures, settlement delays or financial-network disruptions;
(p)
cloud or software outages, platform failures, hosting failures, infrastructure failures or data-centre outages; or
(q)
unavailability of Healthcare Professionals, Diagnostic Partners, Hospital Partners, Pharmacy Partners, specialists, consultants, nurses or other service providers.
39.2
During the continuance of a force majeure event, HudsonSide Health may suspend, modify, restrict, delay, reschedule or discontinue any affected Service, obligation, feature or functionality without liability to the User.
39.3
HudsonSide Health shall use commercially reasonable efforts to mitigate the impact of a force majeure event where practicable; however, HudsonSide Health shall not be required to incur unreasonable cost, assume additional obligations or continue providing Services where doing so is impracticable, unsafe, unlawful or commercially unreasonable.
39.4
If a force majeure event continues for a prolonged period, HudsonSide Health may terminate, suspend, modify or restructure the affected Services, Care Packages, subscriptions, appointments or Platform functionalities without liability, subject to Applicable Law.
39.5
Nothing in this Clause shall require HudsonSide Health to provide refunds, credits, compensation or alternative arrangements arising solely from a force majeure event, except to the extent required under Applicable Law or expressly agreed by HudsonSide Health in writing.
39.6
The User acknowledges that healthcare, telemedicine, caregiving, diagnostic, pharmacy, hospital-coordination and cross-border medical advisory services may be particularly susceptible to force majeure events, and that the availability of Healthcare Professionals, Caregivers, hospitals, medicines, diagnostics, technology systems and third-party providers may be affected by circumstances beyond HudsonSide Health's reasonable control.
40. REGULATORY CHANGES:
40.1.1
Healthcare, telemedicine, data protection, pharmacy, medical-device, cross-border healthcare and related laws may change from time to time.
40.1.2
HudsonSide Health may modify, suspend, discontinue, restrict or restructure any Service, feature, workflow, pricing model, care programme, second-opinion service, cross-border review service, AI-assisted functionality or Platform feature as may be necessary to comply with Applicable Law, regulatory directions, governmental orders, professional requirements or industry standards.
40.1.3
Such modification, suspension or discontinuation shall not give rise to liability except where otherwise required under Applicable Law.
41. CONFIDENTIALITY
41.1
Users shall keep confidential all non-public information received through the Platform, including doctor communications, Caregiver details, pricing, internal processes, care protocols, outputs generated by AI Tools, reports and Platform materials, and any non-public business, commercial, operational, technical, financial, clinical, regulatory, strategic or proprietary information relating to Vance, Vance US, Healthcare Professionals, Caregivers, Diagnostic Partners, Hospital Partners, Pharmacy Partners or the Services, whether disclosed verbally, electronically, visually, in writing or through access to the Platform.
41.2
Confidential Information shall include, without limitation:
41.2.1
doctor, physician, nurse, Caregiver, Relationship Manager, Care Coordinator and Healthcare Professional contact information, schedules, availability, compensation arrangements and engagement details;
41.2.2
pricing structures, quotations, discounts, package structures, commercial arrangements, business models and revenue information;
41.2.3
care pathways, care protocols, operational workflows, escalation procedures, coordination methodologies, service standards and quality-control processes;
41.2.4
software, source code, object code, APIs, databases, interfaces, system architecture, algorithms, prompts, AI models, AI workflows, automation systems, training methodologies and technical documentation;
41.2.5
reports, dashboards, analytics, data compilations, performance metrics, benchmarking information and business intelligence;
41.2.6
security measures, cybersecurity controls, access credentials, authentication processes and risk-management procedures;
41.2.7
non-public information relating to Users, Patients, Healthcare Professionals or third-party providers; and
41.2.8
any information which by its nature or surrounding circumstances would reasonably be understood to be confidential or proprietary.
41.3
Users shall not publish, circulate, disclose, copy, reproduce, distribute, transmit, store, exploit, misuse, reverse engineer, commercially utilise or otherwise make available any confidential information without HudsonSide Health's written consent.
41.4
Users shall be permitted to use Confidential Information solely for the purpose of availing the Services and for no other purpose.
41.5
Users shall implement reasonable safeguards to prevent unauthorised access, disclosure or misuse of Confidential Information and shall promptly notify HudsonSide Health upon becoming aware of any actual or suspected unauthorised disclosure, access, loss or misuse.
41.6
Users shall not use Confidential Information to compete with HudsonSide Health, solicit Healthcare Professionals, solicit Caregivers, develop competing products or services, conduct benchmarking activities, create derivative databases, train artificial intelligence systems or otherwise obtain a commercial advantage.
41.7
Any unauthorised disclosure or misuse of Confidential Information may cause irreparable harm to HudsonSide Health for which monetary damages may be an inadequate remedy. Accordingly, HudsonSide Health shall be entitled to seek injunctive relief, specific performance, equitable relief or any other remedy available under Applicable Law, in addition to any claim for damages.
41.8
This clause does not restrict disclosures required by law. court order, regulatory requirement or governmental direction, provided that, to the extent legally permissible, the User gives HudsonSide Health reasonable prior notice of such disclosure and reasonably cooperates with HudsonSide Health in seeking confidential treatment, protective orders or other appropriate safeguards.
41.9
The obligations under this Clause shall survive suspension, expiry, cancellation, termination or discontinuation of the Platform, Services or these Terms and shall continue for so long as the relevant information remains confidential under Applicable Law or by its nature.
41.10
Nothing in this Clause shall restrict HudsonSide Health from processing, disclosing or using personal data, health data, Medical Records or other information in accordance with these Terms, the Privacy Policy, Applicable Law or any valid consent obtained from the User.
42. TAXES
42.1
Users shall be responsible for applicable taxes, duties, charges, levies and government imposts arising from use of Services, except taxes imposed on HudsonSide Health’s income, profits, corporate receipts or net earnings. Users shall also be responsible for any goods and services tax (GST), sales tax, withholding tax, foreign exchange levy, transaction tax, digital service tax, banking charge, regulatory charge or similar governmental charge applicable to the relevant Service, payment or transaction, to the extent required under Applicable Law.
42.2
Fees may be inclusive or exclusive of taxes as communicated by HudsonSide Health or as displayed on the Platform, invoice, quotation, order summary, payment page or other communication issued by HudsonSide Health. Where taxes are not expressly stated to be included, such taxes may be charged in addition to the applicable fees.
42.3
HudsonSide Health may collect, charge, deduct, withhold, recover or remit applicable taxes, duties, levies or governmental charges as required under Applicable Law and may issue revised invoices, debit notes, credit notes or other tax documentation where required by law.
42.4
Where any payment made to HudsonSide Health is subject to withholding tax or deduction under Applicable Law, the User shall ensure that HudsonSide Health receives the full amount invoiced and shall provide all documents, certificates, declarations or evidence reasonably required to support any withholding, deduction, tax credit or tax compliance requirement.
42.5
Users shall be responsible for providing accurate billing, tax registration, GST, identification, invoicing and payment information. HudsonSide Health shall not be responsible for any loss of tax credit, input tax credit, deduction, exemption or tax benefit arising from inaccurate or incomplete information provided by the User.
42.6
If any governmental authority determines that additional taxes, duties, levies, interest, penalties or charges are payable in connection with Services availed by the User, the User shall reimburse HudsonSide Health for such amounts to the extent attributable to the User’s transaction, use of the Services, payment method, location, status, instructions or failure to comply with Applicable Law.
42.7
Nothing in these Terms shall be construed as tax, accounting or financial advice. Users are responsible for obtaining independent professional advice regarding the tax consequences of using the Platform or Services.
43. COMPLAINTS AND GRIEVANCE REDRESSAL
43.1
Users may raise service concerns, complaints, grievances, data protection requests, privacy concerns, consumer complaints or any other issues relating to the Platform or Services by contacting HudsonSide Health’s grievance redressal contact as set out below:
Grievance Officer / Compliance Contact
Name: Seema Ghose
Designation: Chief Grievance Officer
Vance Healthcare India Private Limited
Registered Office: Kolkata, West Bengal, India
Email: [email protected]
43.2
HudsonSide Health shall acknowledge, review and endeavour to resolve grievances within such timelines as may be prescribed under Applicable Law, depending on the nature of the grievance, including whether it relates to platform/intermediary obligations, consumer protection, e-commerce, data protection, privacy, healthcare services, Third-Party Services or any other matter. Any timelines communicated by HudsonSide Health shall be indicative only unless otherwise mandated under Applicable Law, and resolution may depend on the complexity of the matter, availability of information, cooperation of the User and involvement of third-party service providers.
43.3
Users must provide full details of the grievance, including name, contact details, booking ID, patient details, service details, relevant documents and a clear description of the grievance. Failure to provide adequate information may delay investigation, review or resolution of the grievance.
43.4
HudsonSide Health may seek additional information, documents, verification or clarifications before responding to or resolving any grievance. The User hereby agrees to reasonably cooperate with such requests and acknowledge that HudsonSide Health may be unable to fully investigate or resolve a grievance where adequate information is not provided.
43.5
HudsonSide Health’s acknowledgement, review, escalation or response to any grievance shall not constitute an admission of liability, deficiency, negligence, wrongdoing or breach by HudsonSide Health or any Protected Party. No statement, communication, settlement discussion, goodwill gesture, refund offer, service credit, investigation update or response provided during the grievance process shall be construed as an admission of fault or legal responsibility unless expressly stated in writing by an authorised representative of HudsonSide Health.
43.6
If a grievance relates to a Healthcare Professional, Diagnostic Partner, Hospital Partner, Pharmacy Partner, payment gateway, technology vendor, Third-Party Service or other third-party provider, HudsonSide Health may forward, coordinate or facilitate resolution of such grievance with the relevant party, without assuming liability for such third party’s acts, omissions or response. The User acknowledges that HudsonSide Health may have limited control over the timelines, investigation process, remedial actions or decisions of such third parties and cannot guarantee any particular outcome in relation to third-party grievances.
43.7
Nothing in this clause shall prevent a User from exercising any statutory rights or remedies available under Applicable Law. However, Users are encouraged to first utilise HudsonSide Health’s internal grievance redressal mechanism in order to facilitate efficient review and amicable resolution of concerns.
43.8
HudsonSide Health may maintain records of grievances, complaints, investigations, communications, supporting documents and resolutions for compliance, quality assurance, risk management, dispute resolution, audit, medico-legal defence and other lawful business purposes, in accordance with Applicable Law and the Privacy Policy.
44. GOVERNING LAW
44.1
These Terms shall be governed by and construed in accordance with the laws of India. All rights, obligations, validity, interpretation, performance, enforcement and disputes arising out of or relating to these Terms, the Platform or the Services shall be determined in accordance with Indian law, without regard to any conflict-of-law principles that may require the application of the laws of another jurisdiction.
44.2
For Indian Users, the primary contracting entity shall be Vance India, and the mere involvement of Vance US, U.S. Physicians, overseas consultants, overseas technology providers, persons conducting Cross-Border Medical Review or other overseas service providers shall not alter the applicability of Indian law to these Terms, unless expressly agreed otherwise in writing. The User acknowledges that the participation of any overseas person or entity in connection with second opinions, advisory services, technology support, data processing, care coordination, medical review or other Services shall not by itself create a separate contractual relationship between the User and such overseas person or entity unless expressly stated in writing.
44.3
Since Vance India has its registered office in the State of West Bengal and its operations are conducted from Kolkata, the courts and tribunals at Kolkata, West Bengal shall have jurisdiction in the manner set out in these Terms.
44.4
Nothing in these Terms shall prevent HudsonSide Health or any Protected Party from initiating proceedings in any other jurisdiction for protection of intellectual property, confidential information, data, reputation, personnel, business interests, payment recovery, interim relief, injunctive relief, enforcement of rights, or where the cause of action or relevant party is located outside India. HudsonSide Health and the Protected Parties shall further be entitled to seek interim, ad-interim, conservatory, protective, equitable or injunctive relief from any court, tribunal or competent authority having jurisdiction over the relevant person, property, data, asset or subject matter, irrespective of any dispute-resolution mechanism or jurisdiction provision contained in these Terms.
44.5
The User hereby explicitly waives any objection based on forum non-conveniens, inconvenient forum, lack of personal jurisdiction or similar grounds in relation to proceedings commenced in accordance with this clause.
44.6
Nothing in this clause shall restrict the rights of any governmental authority, regulator, statutory body or competent court from exercising powers available to it under Applicable Law, nor shall it restrict any non-waivable rights available to consumers under Applicable Law.
45. DISPUTE RESOLUTION AND ARBITRATION
45.1
The parties shall first attempt to resolve any dispute, claim, controversy or difference arising out of or in connection with these Terms, the Platform or the Services through good-faith discussions. The party raising the dispute shall provide for written notice setting out reasonable particulars of the dispute, the relevant facts, the relief sought and supporting information available at that time. During the discussion period, the parties shall endeavour in good faith to resolve the dispute through consultation, negotiation or such other informal dispute-resolution process as may be mutually agreed.
45.2
If the dispute is not resolved within 30 days from the date on which written notice of dispute is issued by either party, the dispute shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended from time to time. The Arbitration Clause shall survive termination, suspension, expiry or cessation of the Services or these Terms.
45.3
The Arbitration shall be conducted by a sole arbitrator mutually appointed by the parties. If the parties fail to mutually agree on the appointment of the sole arbitrator within 30 days from the date of invocation of arbitration, the arbitrator shall be appointed in accordance with the Arbitration and Conciliation Act, 1996.
45.4
The seat and venue of arbitration shall be Kolkata, West Bengal, India. The arbitration proceedings may be conducted physically, virtually, by video conference or through a hybrid format, as determined by the arbitral tribunal, having regard to efficiency, cost, convenience and the circumstances of the dispute.
45.5
The language of arbitration shall be English.
45.6
The arbitral award shall be final and binding on the parties. Judgment upon the award may be entered and enforced by any court of competent jurisdiction.
45.7
Each party shall bear its own legal costs unless otherwise directed by the arbitral tribunal. The arbitral tribunal shall have the power to allocate arbitration costs, fees, expenses, interest and other amounts in such manner as it considers appropriate in accordance with Applicable Law.
45.8
Subject to arbitration, the courts at Kolkata, West Bengal shall have exclusive jurisdiction for interim relief, supervisory jurisdiction, appointment-related applications, challenge proceedings, enforcement proceedings and all other proceedings arising out of or in connection with the arbitration. The parties expressly submit to such jurisdiction to the extent permitted by Applicable Law.
45.9
Notwithstanding the foregoing, HudsonSide Health and the Protected Parties shall be entitled to seek interim, injunctive, equitable or protective relief before any court or authority of competent jurisdiction for protection of intellectual property, confidential information, personal data, health data, Medical Records, reputation, personnel, payment recovery, Platform security, business interests or urgent legal rights. The seeking of such interim or protective relief shall not be deemed incompatible with, or a waiver of, the agreement to arbitrate.
45.10
Nothing in this clause shall restrict any non-waivable statutory right that a User may have under Applicable Law.
45.11
All disputes arising shall be resolved on an individual basis and not as part of any representative, collective or class proceeding. Nothing in this clause shall restrict any right that cannot lawfully be waived under Applicable Law.
45.12
Any claim arising out of or relating to the Platform or Services shall be brought within the limitation period prescribed under Applicable Law, failing which such claim shall be barred to the fullest extent permitted by law.
45.13
The parties agree that all arbitration proceedings, pleadings, evidence, submissions, orders, awards, settlement discussions and materials disclosed during the dispute-resolution process shall be confidential, except where disclosure is required for enforcement of rights, compliance with Applicable Law, regulatory requirements, legal proceedings, professional advisors, auditors, insurers or as otherwise required by law.
46. CLASS ACTION AND REPRESENTATIVE ACTION WAIVER
46.1
To the maximum extent permitted by Applicable Law, disputes shall be brought only in an individual capacity and not as a class action, collective action, representative action or public interest proceeding. Each User agrees that any claim, dispute or proceeding arising out of or relating to the Platform, the Services or these Terms shall be pursued solely on an individual basis and not jointly, collectively or in a representative capacity on behalf of any other person or group of persons, except where such restriction is prohibited by Applicable Law.
46.2
Users waive any right to participate in any class, collective or representative claim against HudsonSide Health or the Protected Parties. To the fullest extent permitted by Applicable Law, Users further waive any right to act as a class representative, private attorney general, representative claimant, group member or participant in any consolidated, coordinated, collective or representative proceeding against HudsonSide Health or any Protected Party.
47. NOTICES
47.1
Notices to HudsonSide Health shall be sent to:
Vance Healthcare India Private Limited
Registered Office: [●], Kolkata, West Bengal, India
Email: [email protected]
Any legal notice, demand, claim notice, arbitration notice, regulatory communication or other formal communication intended to create legal consequences shall be sent in writing to the above address and/or email address, unless HudsonSide Health notifies an alternative contact in writing.
47.2
Notices to Users may be sent by email, SMS, WhatsApp, in-app notification, phone, post or any contact detail provided by the User. The User shall be responsible for ensuring that all contact details provided to HudsonSide Health remain accurate, current and capable of receiving communications. HudsonSide Health shall not be responsible for any failure of delivery resulting from inaccurate, outdated, inaccessible or incorrect contact information provided by the User.
47.3
Electronic notices shall be deemed received upon transmission unless delivery failure is received. Notices sent by email shall be deemed delivered when transmitted to the email address last provided by the User. Notices sent by SMS, WhatsApp, in-app notification or other electronic means shall be deemed delivered when transmitted or made available through the relevant communication channel, whether or not actually accessed, opened or read by the User, except where a transmission failure notification is received by HudsonSide Health.
47.4
Notices sent by post or courier shall be deemed received upon actual delivery, or after such period as would ordinarily be required for delivery in the normal course, whichever occurs first.
47.5
The User consents to receiving electronic communications from HudsonSide Health and agrees that all agreements, notices, disclosures, invoices, reminders, consent requests, records, updates, legal communications and other correspondence provided electronically shall satisfy any legal requirement that such communication be in writing, to the extent permitted under Applicable Law.
47.6
HudsonSide Health may retain records of notices, communications, delivery confirmations, electronic logs and correspondence for compliance, audit, dispute resolution, medico-legal defence, business and legal purposes in accordance with Applicable Law and the Privacy Policy.
47.7
ELECTRONIC CONSENT AND ELECTRONIC RECORDS:
47.7.1
The User agrees that acceptance of these Terms, provision of consent, submission of forms, confirmations, acknowledgements, instructions, declarations, authorisations and communications may be made electronically.
47.7.2
Electronic records, digital acknowledgements, click-wrap acceptance, OTP verification, electronic signatures, digital confirmations and electronic communications shall have the same force and effect as physical signatures to the extent permitted by Applicable Law.
47.7.3
The User shall not dispute the validity, enforceability or admissibility of any electronically generated record solely because it is in electronic form.
48. ASSIGNMENT
48.1
Users may not further assign or transfer rights or obligations under these Terms without HudsonSide Health’s prior written consent. Any attempted assignment, transfer, delegation or novation by a User in violation of this Clause shall be null and void and shall not relieve the User of any obligations under these Terms.
48.2
HudsonSide Health may assign, transfer, subcontract or delegate its rights and obligations to any affiliate, successor, acquirer, group entity, service provider or third party without User consent. HudsonSide Health may also transfer these Terms, the Platform, any Service, business undertaking, assets, contracts, data-processing arrangements or operational responsibilities as part of any merger, acquisition, restructuring, business transfer, financing transaction or corporate reorganisation.
48.3
Any assignment, delegation, subcontracting or transfer by HudsonSide Health shall not, by itself, reduce any rights expressly granted to the User under these Terms or Applicable Law.
48.4
HudsonSide Health may engage affiliates, contractors, service providers, technology vendors, Healthcare Professionals, Diagnostic Partners, Hospital Partners, Pharmacy Partners, payment processors, cloud providers or other third parties to perform any part of the Services, and such engagement shall not be deemed an assignment that requires User consent.
48.5
Subject to Applicable Law, these Terms shall be binding upon and inure to the benefit of the parties and their respective permitted successors, assigns, representatives and legal heirs.
49. SEVERABILITY
49.1
If any provision of these Terms is held invalid, illegal or unenforceable by a court tribunal or authority of competent jurisdiction, the remaining provisions shall remain valid and enforceable as permitted by Applicable Law.
49.2
The invalid provision shall be replaced by a valid provision that most closely reflects the commercial and legal intent of the original provision and preserves, to the maximum extent possible, the economic, operational and risk-allocation objectives contemplated by the parties.
50. WAIVER
50.1
Failure or delay by HudsonSide Health in enforcing any right, remedy, power or provision under these Terms or Applicable Law shall not constitute or be deemed to constitute a waiver of such right, remedy, power or provision, nor shall any partial exercise thereof preclude any further or subsequent exercise.
50.2
Any waiver must be in writing and signed by HudsonSide Health through its duly authorised representative.
50.3
No waiver of any breach, default or violation of these Terms shall be deemed a waiver of any prior, concurrent or subsequent breach, default or violation.
50.4
Any waiver granted by HudsonSide Health shall apply only to the specific matter and circumstances expressly identified in such written waiver and shall not constitute a continuing waiver or establish any course of dealing.
50.5
The exercise, non-exercise or delayed exercise of any right or remedy by HudsonSide Health shall not prejudice, limit or affect any other rights, remedies or protections available to Vance under these Terms, Applicable Law or equity.
51. ENTIRE AGREEMENT
51.1
These Terms, together with the Policies and any service-specific terms, consents, disclaimers, acknowledgements, booking confirmations, package terms, pricing communications and other documents expressly incorporated by reference, constitute the entire agreement between the User and the relevant HudsonSide Health Contracting Entity regarding use of the Platform and Services.
51.2
These Terms supersede all prior communications, representations, understandings or agreements, whether oral or written, relating to the Platform or Services, except for any separate written agreement expressly executed between the parties and stated to prevail over these Terms.
51.3
The User acknowledges that no representation, warranty, statement, promise, assurance or undertaking not expressly set out in these Terms, the Policies or any applicable written agreement shall be binding on HudsonSide Health or any Protected Party.
51.4
In the event of any conflict between these Terms and a service-specific consent, disclaimer, package document, booking confirmation or Policy, the document providing greater protection to HudsonSide Health and the Protected Parties shall prevail to the extent permitted by Applicable Law, unless expressly stated otherwise.
51.5
These Terms may be updated, modified or amended by HudsonSide Health from time to time in accordance with Applicable Law. Continued access to or use of the Platform or Services following such update shall constitute acceptance of the revised Terms, to the extent permitted by Applicable Law.
52. SURVIVAL
52.1
Clauses relating to intellectual property, payment obligations, refunds, disclaimers, limitation of liability, indemnity, dispute resolution, confidentiality, data retention, governing law, third-party beneficiary rights and any provision intended to survive shall survive termination or expiry of these Terms.
52.2
Without limiting Clause 49.1, provisions relating to user representations and warranties, consent, Medical Records, privacy, data protection, cross-border data transfers, grievance handling, audit rights, chargebacks, releases, waivers, force majeure, assignment, severability, arbitration, jurisdiction, compliance with Applicable Law, protection of Healthcare Professionals, protection of Caregivers and protections afforded to Protected Parties shall continue in full force and effect following termination, suspension, expiry or discontinuation of the Platform or Services.
52.3
Termination, suspension, expiry or discontinuation of the Platform or Services shall not affect any rights, remedies, liabilities, obligations, claims, proceedings or causes of action accrued prior to such termination, suspension, expiry or discontinuation.
52.4
Any provision which by its nature is intended to survive, or which is necessary for the interpretation, enforcement or protection of rights arising under these Terms, shall survive notwithstanding that it is not expressly identified in this Clause.
53. USER ACKNOWLEDGEMENT
By accessing, registering on, paying for, booking, using or continuing to use the Platform or Services, you acknowledge and agree that:
(a)
you have read and understood these Terms;
(b)
you understand the limitations of telemedicine, second opinions, AI-assisted tools and home healthcare;
(c)
you understand that the Platform is not for emergencies;
(d)
you understand that HudsonSide Health is primarily a technology-enabled healthcare coordination, facilitation and intermediary platform that does not itself provide medical treatment, hospital services, diagnostic services, pharmacy services or emergency medical services;
(e)
you consent to recording, data processing, digital communications and service-related communications;
(f)
you accept the refund, cancellation and rescheduling terms;
(g)
you agree to indemnify the Protected Parties;
(h)
you accept the limitation of liability;
(i)
you agree to the dispute resolution mechanism set out in these Terms;
(j)
you agree to be legally bound by these Terms;
(k)
you acknowledge that Vance India is the India-facing contracting entity for Indian Users;
(l)
you acknowledge that Vance India is a wholly owned subsidiary of Vance US, New Jersey, United States of America;
(m)
you consent to your Medical Records, health data and personal data being shared with U.S. Physicians, Vance US and authorised overseas recipients for second opinions, peer-to-peer advice, care coordination, AI-assisted review, quality assurance and related purposes;
(n)
you understand that U.S. Physician inputs are advisory and must be reviewed by an Indian Doctor or local treating physician before implementation;
(o)
you understand that hospital admission, discharge, ambulance, facility-based care, billing, insurance and treatment-related services may be provided by Hospital Partners and that HudsonSide Health’s role in relation to such services is facilitative and coordinative unless expressly stated otherwise;
(p)
you agree that these Terms shall be governed by Indian law and that disputes shall be resolved through arbitration seated at Kolkata, West Bengal, India;
(q)
you acknowledge that healthcare outcomes, diagnoses, treatment decisions, recovery, disease progression, complications and medical results depend on numerous factors beyond HudsonSide Health’s control and that HudsonSide Health does not guarantee any particular medical outcome, recovery, cure or improvement;
(r)
you acknowledge that Healthcare Professionals, Indian Doctors, U.S. Physicians, nurses, Caregivers and other clinical personnel exercise independent professional judgment and are not controlled by HudsonSide Health in relation to clinical decision-making;
(s)
you understand that AI Tools, automated summaries, alerts, recommendations, risk flags, triage outputs and other technology-assisted outputs may be inaccurate, incomplete or unsuitable and must not be relied upon as a substitute for professional medical advice;
(t)
you acknowledge that the availability of Healthcare Professionals, Caregivers, Hospital Partners, Diagnostic Partners, Pharmacy Partners, appointments, hospital beds, medicines, diagnostics and other services may vary based on location, operational constraints, third-party availability and Applicable Law;
(u)
you represent and warrant that all information, Medical Records, consents, authorisations and documents submitted by or on behalf of you are accurate, complete and lawfully provided;
(v)
you acknowledge that your continued use of the Platform following any update, amendment or modification to these Terms shall constitute acceptance of the revised Terms to the extent permitted by Applicable Law; and
(w)
you have had the opportunity to seek independent legal, medical, financial or professional advice regarding these Terms and the Services and have entered into these Terms voluntarily and with full understanding of their effect.
