Terms of Use

Welcome to HeliumDoc Terms of Use!

INTRODUCTION

Before accessing our services, please read these Terms of Use carefully. Access to and use of this platform and services (the or this “Platform”, “Website", “Services”, or “Site”) including the software/application implies that the user has read, understood, and accepted our Terms of Use. If you disagree with any part, do not access the Platform. For the purposes of these Terms of Use, ( "User" ,“End-User”, “You”, or “Your”) refers to any individual or entity accessing or using the Platform.

If You do not agree with any of these Terms of Use or the documents they refer to, You may not utilise the Services in any manner whatsoever. You acknowledge that these Terms are a contract between You and us, even though it is electronic and not physically signed by You, and it governs Your use of the Services.

If you are agreeing to these Terms of Use on behalf of an organisation or entity, You represent and warrant that You are authorised to agree to these Terms of Use on that organisation’s behalf and bind them to these Terms (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organisation or entity).

1. ABOUT US

HeliumDoc (“We”, “Us”, or “Our”), a product of Helium Health, offers Users access to the Platform to access the Services of top healthcare providers such as but not limited to doctors, dentists, emergency clinics, labs and other healthcare specialists from those listed on the Platform who may be suitable for your needs (collectively, “Registered Practitioners“), to enable the maximum choice and diversity of Registered Practitioners, and to make a scheduling/appointment booking request with respect to medical advice or Services needed. The Platform may also make available for End-Users certain information related to such other doctors, dentists, emergency clinics, labs and other healthcare specialists who are not listed as Registered Practitioners on the Platform (the “Associate Practitioners“) (the Associate Practitioners and Registered Practitioners are collectively referred to in this document as the “Practitioners“), which is based solely on public information and/or advertisements made available online or otherwise, whether directly or indirectly, by the Associate Practitioners. The Platform provides the End-Users with lists and/or profiles of the Practitioners in Nigeria, Kenya, Uganda, and in the Gulf Cooperation Council (GCC) member states, namely, Qatar, Kuwait, Saudi Arabia, the United Arab Emirates (“UAE”) and any other country where Our business operates. As part of its functionality, HeliumDoc offers features that incorporate Artificial Intelligence (AI).

2. CONTRACTING PARTY

Which HeliumDoc entity are You contracting with?

Your place of domicile determines which HeliumDoc entity You are contracting with under these Terms of Use. All references to ‘HeliumDoc under these Terms of Use apply as stated below according to Your jurisdiction or domicile:

These Terms of Use is an Agreement between You and HeliumDoc. It details HeliumDoc’s obligations to You. It also highlights the risks of using Our Services, and You must consider such risks carefully, as You will be bound by the provisions of these Terms of Use through Your use of this Website: www.heliumdoc.com, Our app(s) or any of Our Services.

3. YOUR DATA AND PRIVACY

To register an account with HeliumDoc, You must provide certain information about yourself. You voluntarily submit and authorise HeliumDoc, its employees, agents and others operating on its behalf to use and/or disclose information about You, including, without limitation, certain information that personally identifies You, as further described in the HeliumDoc’s Privacy Notice.

By using Our Platform, You understand that We may collect, use, share, and process Your data (including, but not limited to, your personal data, anonymized data, pseudonymised data, and any other variations or forms of Your data collectively referred to as “Data”) for any or all the purposes outlined below in these Terms of Use and Our Privacy Notice and any other purposes:

For more information on how We collect, manage, process, and protect Your Data, please refer to Our Privacy Notice.

4. REGISTRATION OF USERS

To use certain functionalities of the Platform, including making a scheduling/appointment booking or posting a review, You are required to create an account by registering. During registration, You will provide Us with certain information that personally identifies You, such as your email, first name, last name, phone number, and other applicable personal information ( collectively, “Personal Data”). You have the right to refuse to authorise the use and/or disclosure of Your Personal Data. However, if You choose to exercise this right, You may not be able to utilise some features of the Services we provide.

Access to the Services is granted to You upon the condition that:

• You become a registered User;
• You accept and agree to this Terms of Use;
• You have read Our Privacy Notice and any other applicable agreement(s);
• You approve the processing of Your representatives’ or staff’s personal data by HeliumDoc for the purposes specified in Clause 2 above (where applicable), and You shall ensure that they are informed of the data collection and its purpose; and
• You agree to indemnify, defend, and hold HeliumDoc and Helium Health, as well as their officers, agents, representatives, and affiliates, harmless against any claims, proceedings, or liabilities brought by persons connected to You (including but not limited to your employees, officers, contractors, agents, or representatives) arising from or related to the use of the Platform, this Terms of Use, or the processing of Personal Data by HeliumDoc and HeliumHealth.

If you provide Your information to Us, then You agree to provide true, current, complete, and accurate information and to update such information and You further agree that you will not misrepresent your identity.You also agree to keep Your Information current and to update Your Information if any of Your Information changes.

You, at all times, remain solely responsible for the use of the Services by You, Your employees, agents, or patients (as applicable), and You agree to hold HeliumDoc and Helium Health harmless for any liability or the consequences arising from Your use or the use by Your employees, agents or patients of the Services.

HeliumDoc and Helium Health shall not be liable for any unauthorised or non-compliant use of the Platform by You or Your representatives.

Any modifications and new features added to the Services are also subject to these Terms of Use.

All rights, title and interest in and to the Services and its components (including all software, technology, copyrights and other intellectual property rights) will remain with and belong exclusively to HeliumDoc.

We reserve the right to periodically review and, if necessary, adjust the pricing of Our Services. Any such adjustments will be communicated to You in advance via email or through Our Platform's notification system. By continuing to use Our Services after the effective date of the price adjustment, You agree to the revised pricing. If You do not agree with the updated pricing, You may terminate your subscription in accordance with the termination provisions outlined in these Terms of Use or any other agreement you have executed with Us.

5. SCHEDULING/APPOINTMENT BOOKING REQUESTS AND CANCELLATION POLICY

Following the opening of an account, You can choose the Practitioners You may need and make scheduling/appointment booking requests only with Registered Practitioners (“Booking Request“). Once a Registered Practitioner confirms Your Booking Request, You will be provided with all the details of an anticipated appointment that is finally scheduled (the “Appointment“).

We will reserve the initial amounts that are due and payable by an End-User and/or his/her insurance company (as the case may be) in consideration for the healthcare Services provided to the End-User by a respective Registered Practitioner (“Registered Practitioner Fees”) upon confirmation of the Appointment. Finally, We will make the final charge of Registered Practitioner Fees only after the Registered Practitioner confirms that the Appointment took place.

For video visit scheduling/appointment booking(s) that are paid for online: You may notify Us about any expected delay or cancellation at least three (3) hours before the scheduled Appointment. Any later change or cancellation of a Booking Request shall be subject to the full withholding of the total Fees charged from You with respect to such Booking Request.

For other types of scheduling/appointment booking(s): You are not entitled to cancel, change, or reschedule any other types of scheduling or appointment bookings apart from video visit scheduling/appointment booking that are paid for online. Any change or cancellation of a Booking Request (apart from video visit scheduling/appointment bookings that are paid for online) shall be subject to the full withholding of the Total Fees charged from You with respect to such Booking Request.

6. FORCE MAJEURE

We shall supply the Services to You as soon as reasonably practicable, except in the case of non-payment of charges or additional charges by You or where We are prevented from providing the Services by a Force Majeure Event or for any other reason. In these Terms of Use “Force Majeure Event” means any event or circumstance beyond Our reasonable control that is not foreseeable, is unavoidable and its origin is not due to negligence or lack of care on Our part. Such events include but are not limited to acts of God, fire, flood, invasion, war, revolution, uprising, insurrection, social/public unrest, public disturbance, strike, riots, fire disaster, storm, pandemics or epidemics (excluding COVID-19 and related epidemics or pandemics which have become an everyday reality), acts of terrorism and any other circumstance which may hinder or delay the performance of Our obligations under these Terms of Use.

HeliumDoc may inform You of any delay in delivering the Services as soon as reasonably practicable.

7. AUTHORISATION AND ACKNOWLEDGEMENT

7.1 In connection with using the Platform to find an Associate Practitioner and/or a Registered Practitioner and scheduling/booking an Appointment with any such Practitioner, You understand that YOU ARE SOLELY RESPONSIBLE FOR CHOOSING THE ASSOCIATE PRACTITIONER AND/OR THE REGISTERED PRACTITIONER. HeliumDoc makes reasonable efforts to ensure that Registered Practitioners only participate in the Platform if they hold all active licences required by law to practise the specialities of their services. HeliumDoc may exclude Practitioners who, at HeliumDoc’s discretion, have engaged in inappropriate or unprofessional conduct. Without derogating from the above, it is clarified that HeliumDoc makes no representations or warranties of any kind, express or implied, with respect to any information related to the Associate Practitioners and Registered Practitioners, including with respect to the completeness, accuracy or reliability of any such information and/or the quality of the Services provided by the Associate Practitioners and Registered Practitioners.

7.2 To help You find Practitioners who may be suitable for Your needs and enable the maximum choice and diversity of Practitioners participating in the Platform, We may provide You with lists and/or profiles of Practitioners. These results are based on:

• information that You provide to Us, such as geographical location and healthcare speciality; and
• other criteria, such as the Practitioner’s availability, past selections by and/or ratings of Practitioners by You or by other End-Users, and past experience of End-Users with Practitioners.

7.3 Note that HeliumDoc:

• does not recommend or endorse any Practitioners;
• does not make any representations or warranties with respect to these Practitioners or the quality of the healthcare services they may provide; and
• does not receive any additional fees from Practitioners for featuring them (i.e., higher or better placement on lists) through the Platform.

7.4 HeliumDoc may enable You to schedule/book Appointments with Practitioners remotely by video conference or other means of telecommunication only in certain specific jurisdictions, allowing the remote diagnosis and treatment of patients by means of telecommunications technology (“Telemedicine”). You acknowledge that You may not use any means of hiding, concealing or obscuring Your geographic location or IP address (such as a VPN) to access such Telemedicine Services where prohibited or limited under applicable law. You alone shall be fully responsible (including the provision of indemnification) for any claim, damage or liability incurred by HeliumDoc or by a Practitioner as a result of such actions on Your part.

7.5 Please be aware that the Practitioner cannot and shall not prescribe any medicine listed under the prohibited lists locally applicable for Telemedicine guidelines (e.g., psychiatric medicines) through the Platform. Likewise, the Practitioner shall not issue prescriptions for controlled substances or other substances that may be harmful because of their potential for abuse (for example, medications for insomnia, depression, and/or anxiety).

7.6 The Practitioner will determine if a prescription can be provided to You, including on a “cross border” basis, according to the location from which You are taking the consultation. For this purpose, You must ensure that Your Practitioner knows Your exact location when receiving a Telemedicine consultation. You can identify in advance via the Platform if each of the listed Telemedicine Practitioners can provide You with a prescription according to Your current location. It is Your decision and responsibility to select a Practitioner with immediate availability and/or speaking Your preferred language or to select one that is identified as being enabled to prescribe in Your location.

7.7 To avoid doubt, whenever Your Practitioner provides You with a prescription, HeliumDoc is not liable for either the medicines dispensed by the pharmacy You decide to purchase or for the medical assessment conducted by the Practitioner in relation to the prescribed or provided medicine.

8. LIMITATION OF SERVICE

From time to time, the volume of data transfer between the User’s devices and the Services may be limited because of any limitations placed on the Service capacity by third-party suppliers. We reserve the right to limit the data transfer volume available to You according to any volume limitations imposed by third-party suppliers.

We shall be entitled to suspend access to the Services if You are in breach of any of the terms of these Terms of Use and fail to remedy such breach (where capable of remedy) within five (5) Business Days of being notified by Us to do so. This Clause shall not be construed as limiting Our termination rights under these Terms of Use. In these Terms of Use, “Business Days” means everyday excluding Saturdays, Sundays and Public Holidays declared by the Government in the applicable jurisdiction in which You utilise our Services, which may include but are not limited to Nigeria, Kenya, Uganda, United Arab Emirates (“UAE”), Kuwait, Saudi Arabia, Qatar and any other country where Our business operates.

If access to the Services is suspended due to downtime caused by routine or emergency maintenance by Us, the Services shall be reconnected as quickly as practicable after such circumstances giving rise to the need to suspend have ceased to exist.

You may be required, at Our discretion, to remove all software downloaded from HeliumDoc’s servers, provided You are not legally obliged to keep the programs longer. This term shall not prejudice or affect any other right of action, remedy or obligation that shall have occurred or accrue to either of the parties after that.

Any third-party software is subject to separate terms and conditions of the supplier of such third-party software. You are urged to read such terms and conditions carefully.

9. EDITORIAL CONTENT

We may, but have no obligation to, publish any content, text, data, graphics, images, photographs, video, audio, information, suggestions, guidance, and other materials provided, made available, or otherwise found via the Platform (“Content“) that is reviewed by our editorial personnel. No party (including HeliumDoc) involved in the preparation or publication of such works guarantees that the Content is timely, accurate, or complete, and they will not be responsible or liable for any errors or omissions in or for the results obtained from the use of such Content.

The procedures, products, services and devices discussed and/or marketed through the Platform do not apply to all End-Users, individuals, patients or clinical situations. Any procedures, products, services or devices represented through the Platform by advertisers and other participants, either paid or unpaid, are presented for Your awareness. We make no claims about safety or appropriateness for any particular individual or prediction of effectiveness, outcome or success.

All the Content is owned by Us or our respective licensors and is protected by copyright, trademark, patent, and trade secret laws, proprietary rights, and international treaties. You acknowledge that the Platform and any underlying technology or software used in connection with the Platform contain HeliumDoc’s proprietary information. You shall not copy, distribute, republish (except as permitted in this paragraph), sell, or exploit any of the Content, or exploit the Platform or Services in whole or in part for any commercial gain or purpose. Except as expressly stated herein, neither HeliumDoc nor its suppliers grant You any express or implied rights, and HeliumDoc retains all ownership rights to the Platform and the Services.

10. USER CONTENT; REVIEWS

10.1 You are encouraged to submit to HeliumDoc reviews of the Practitioners whose healthcare Services You have ordered via the Platform and received (the “Reviews” or "Review"). HeliumDoc, at its sole discretion, may publish such Reviews or parts thereof on the Platform to be accessed by other End-Users. HeliumDoc shall not be responsible for the Contents of Reviews and shall have no obligation to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from Reviews, except as required by applicable laws.

Only patients are allowed to submit Reviews on the Practitioners, sharing their experience interacting with the Practitioners in terms of his/her manner, communication skills, knowledge about the treatment, and experience inside the clinic.

Patients can Review the Practitioners by clicking the write a Review button and whether they like or dislike a Practitioner.

Only patients of the Practitioners are allowed to submit a Review.

Each patient is allowed to write only one (1) review per Appointment with a Practitioner.

Practitioners are strictly prohibited from writing Reviews of themselves. The clinic staff and medical assistants are not allowed to Review their Practitioners.

Practitioners, however, can Review other Practitioners if they have referred patients to that particular Practitioner and that patient expressed having had a good experience with the referred Practitioner.

10.2 If any Practitioner(s) are found writing Reviews on themselves. The following circumstances will happen:

• 1st time: A warning will be issued to the Practitioner and be asked to abide by the guidelines.
• 2nd time: The Practitioner's profile will be temporarily disabled for a few weeks.
• 3rd time: The Practitioner's profile will be permanently deleted from the website.

10.3 HeliumDoc does not allow Reviews that:

• Are fraudulent, false, misleading, or deceptive;
• Do not represent the author’s personal experience;
• Are incentivised by a promise for payment, additional Services, or a discounted rate;
• Are motivated by a threat of extortion or a suggestion of financial gain.

10.4 It is important that You act responsibly when providing Your Reviews. HeliumDoc reserves the right to investigate and, at Our discretion, take appropriate legal action against anyone who violates these Terms of Use, including removing any offending communication from the Platform and terminating the account of such violators or blocking Your use of the Platform.

11. AGE RESTRICTION (JURISDICTION SPECIFIC)

Our Website and Services are not directed to persons under the age of 18 or the applicable age of majority in Your jurisdiction. We do not knowingly transact with or provide Services to persons below the legal age.

You are independently responsible for complying with all applicable laws related to Your use of our Website and Services.

12. CHANGE OF INFORMATION

If You change any information provided at the point of registration of Your account, including, but not limited to, Your name, address, financial institution and mode of payment, You agree to notify Us within seven (7) days of such change. We may be unable to respond if You contact Us from an address, telephone number or email account not registered with Us.

13. REPRESENTATIONS AND WARRANTIES

13.1You represent and warrant to HeliumDoc that:

• You have full power and authority to enter into, execute, deliver and perform Your obligations under these Terms of Use;
• You are duly organised, authorised and in good standing under the relevant laws of Nigeria, Kenya, Uganda Saudi Arabia, United Arab Emirates (“UAE”), Kuwait, Qatar and any other country where our business operates;
• You will comply with these Terms of Use and all applicable local, state, national, and international laws, rules, and regulations;
• Any information You provide to Us, both when You register and in the future, is and will be true, accurate, current and complete;
• You will keep all information up-to-date; and
• You accept and agree to these Terms of Use.

14. ACCOUNT SECURITY

You agree not to allow anyone else to have access to or use Your password details and to comply with all reasonable instructions We may issue regarding account access and security. HeliumDoc shall not be liable for losses or damages if You share Your password details. You will also take all reasonable steps to protect the security of the personal electronic device through which You access HeliumDoc Services (including, without limitation, using PIN and/or password-protected personally configured device functionality to access HeliumDoc’s Services and not sharing Your device with other people). You are responsible for securely managing your password(s) for the Services and to contact HeliumDoc if You become aware of any unauthorised access to Your account.

15. LINKS TO OR CONNECTIONS WITH THIRD- PARTY SITES OR APPLICATIONS

Our Services or communications to You may contain third-party content or links to third-party sites, applications or services (collectively, "Third Party Content"). Our Services may also include features that allow You to connect Your account with accounts or services provided by third- parties, such as accounts You maintain with financial institutions or social media platforms like Facebook (collectively, "Third-Party Services"). We do not control, maintain, or endorse the Third-Party Content or Third-Party Services, and We are not liable for any Third- Party Content or Third-Party Services, including any damages, losses, failures, or problems caused by, related to, or arising from Third-Party Content or Third-Party Services. Your interactions and business dealings with the Third- Party Content or Third- Party Services providers, including products or services offered by such third- parties, are solely between You and the third- party.

You should review all the relevant terms and conditions associated with Third- Party Content or Third- Party Services, including any privacy notices and terms of service. We are not responsible for any information You agree to share with third- parties connected with Third- Party Content or Third- Party Services.

16. RESPONSIBILITIES

16.1 By agreeing to these Terms of Use, You agree to the following responsibilities:

• The usual and customary charges for any medical services rendered by the Practitioners profiled on the Site shall apply and shall be Your responsibility.
• You are responsible for all use of the Platform/Website/Services/Site and for all use of Your credentials, including use by others to whom You have given Your credentials.
• You agree that You shall not copy, modify, adapt, translate, or reverse engineer any portion of the Platform, its Content or materials and/or the Services.
• You agree to not create user accounts on the Platform by automated means or under false or fraudulent pretences.
• It is within Your responsibility to refrain from collecting or storing Data about other Users in connection with the prohibited activities contained within this Terms of Use.
• You shall not use any means, including software means, to conduct web scraping of any portion of the Platform, its Content or materials, and/or the Services.
• You shall not access, retrieve or index any portion of the Platform and/or the Services to construct or populate a searchable database of reviews related to the healthcare industry or providers.

17. SUBMISSION

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Services ("Submissions") provided by You to Us are non-confidential and shall become Our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgement or compensation to You. You hereby waive all moral rights, intellectual property rights or any other rights to any such Submissions and warrant that any such Submissions are original with You or that You have the right to submit such Submissions. You agree there shall be no recourse against Us for any alleged or actual infringement or misappropriation of any proprietary right in Your Submissions.

18. UNACCEPTABLE USE

18.1 You shall not, whether by Yourself or anyone on Your behalf:

• Conduct any fraudulent or illegal activities via the Platform;
• Copy, modify, alter, adapt, make available, translate, reverse engineer, decompile, or disassemble any portion of the Platform;
• Create a browser, frame, border environment or GUI around the Platform;
• Interfere with or disrupt the operation of the Platform, or the servers or networks that host the Platform, or disobey any laws or regulations or requirements, procedures, policies, or regulations of such servers or networks;
• Interfere with or violate other Users’ rights to privacy (including, without limitation, other End-Users and the Practitioners listed on the Platform), or harvest or collect data and information about other Users without their express consent, whether manually or with the use of any robot, spider, crawler, site search or retrieval application, or other automatic device or process to access the Platform and/or retrieve index and/or data-mine information;
• Impersonate any person or entity or provide false or misleading personal information, including, without limitation, providing false or misleading billing information;
• Transmit or otherwise make available through or in connection with the Platform any virus, “worm”, “Trojan Horse”, “time bomb”, “web bug”, spyware, malware, or any other computer code, file, application or program that is malicious by nature or defective, and may, or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component;
• Use the Platform for any illegal, unlawful, inappropriate or unauthorised purposes, or conduct any act, or omit to conduct an act in a way that is in violation of applicable local, national or international laws and regulations;
• Use the Platform to defame, abuse, harass, stalk, ridicule, mock, threaten, or otherwise harm and violate the legal rights of the other End-Users, the Practitioners and/or any other persons by posting any inappropriate content or otherwise;
• Use the Platform for any commercial or non-personal purposes, including any usage which generates any revenues, whether directly or indirectly (other than under your account), without Our prior written consent; or
• Contact, communicate with, or exchange information with any Practitioner (other than through the Platform) before your first visit to him/her.

18.2 You hereby understand and agree that if fraudulent activity is associated with the operation of Your account, We have the right to apply restrictions to Your account and report it to the appropriate law enforcement agencies.

19. INTELLECTUAL PROPERTY

19.1 Our Content:

All content and materials, including but not limited to images, text, visual interfaces, information, data, and computer code, provided by Us through our Services and all related intellectual property rights are the property of HeliumDoc and/or its third-party licensors. Our Content is protected by relevant laws and international intellectual property laws and treaties. You are permitted to use Our Content only on Our Services/Website/Platform/Site. You shall not copy, modify, sell, reproduce, distribute, republish, display, post, create derivative or collective works from, or transmit in any form (including in-line linking or mirroring) our Content, in whole or in part, without Our express prior written consent.

You shall not reverse engineer or reverse compile any of Our Services/Website/Platform/Site or the technology used to operate Our Services/Website/Platform/Site. Nothing in these Terms of Use or Our Services/Website/Platform/Site grants You, by implication, estoppel, or otherwise, any licence or right to use Our Content except as expressly stated in these Terms of Use.

19.2 Our Partners' Intellectual Property:

Our Services may also display specific intellectual property, such as company, product, and service name and logos, owned by our partners (our "Partners' Intellectual Property"). Nothing in these Terms of Use or Our Services/Website/Platform/Site grants You, by implication, estoppel, or otherwise, any licence or right to copy, modify, sell, reproduce, distribute, republish, display, post, create derivative works from or transmit in any form (including in-line linking or mirroring) any of our Partners' Intellectual Property.

20. DISCLAIMER

20.1 Medical Advice/Services Disclaimer

The Content of the Services that You obtain or receive from HeliumDoc, and its employees, contractors, partners, sponsors, advertisers, licensors or otherwise through the Services is for informational purposes only.

The Content of the Services provided through the Platform is not intended as a substitute for, nor does it replace, professional medical advice, diagnosis, or treatment. Do not disregard, avoid or delay obtaining medical advice from a qualified healthcare professional because of something You may have read on the Platform. Do not use the Services for emergency medical needs. If You experience a medical emergency, call emergency services.

Your use of Services Content is solely at your own risk. Nothing stated, posted, or available through the Services/Website/Platform/Site is intended to be, and must not be, taken to be, the practice of medicine or the provision of medical care.

You acknowledge that although some of the Content of Our Services/Website/Platform/Site (including Content provided in direct response to Your questions or postings) may be provided by individuals in the medical profession, the provision of such Content does not create a medical professional/patient relationship, and does not constitute an opinion, medical advice, or diagnosis or treatment of any particular condition, but is provided to assist You with locating appropriate medical care from a qualified practitioner.

We are not responsible for any medical advice, treatment or other healthcare Services received by You from any Practitioners on the Platform. We do not recommend or endorse any specific tests, health care providers, procedures, opinions, or other information that may appear on the Platform. If You rely on any of the Content of the Services/Website/Platform/Site, You do so solely at Your own risk.

The Services/Website/Platform/Site do not create a doctor-patient relationship between You and HeliumDoc. We only assist You in finding an appropriate Practitioner in any field; make a Booking Request (only with respect to a Practitioner) and pay him or her. For removal of doubt, any healthcare service provided to You by any Practitioner shall in no event be implied or deemed an advice and/or consulting service provided by or on behalf of HeliumDoc.

You must resolve any dispute between You and any Practitioner arising from any transaction hereunder directly with the Practitioner.

20.2 Disclaimer; No Warranties

20.2.1 SAVE AS OTHERWISE AGREED IN WRITING BY PARTIES, THE HELIUMDOC (INCLUDING, BUT NOT LIMITED TO, HELIUM HEALTH AND HELIUM HEALTH’S AFFILIATES, SUBSIDIARIES, PARENT COMPANIES OR OTHER RELATED ENTITIES) DO NOT WARRANT THAT THE PLATFORM, INCLUDING ANY AI-ENABLED FEATURES, THE SERVICES OR THE SERVERS THAT MAKE THE SERVICE AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE ALSO DO NOT WARRANT OR THAT ANY PRODUCT DESCRIPTION, INSIGHT, OUTPUT GENERATED OR OTHER CONTENT OFFERED AS PART OF THE SERVICES WILL BE ARE ACCURATE, RELIABLE, CURRENT OR COMPLETE.

20.2.2 YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. IF YOU DOWNLOAD ANY CONTENT ON THE SERVICE, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT THROUGH THE SERVICE.

20.3 Medical Disclaimer

HELIUMDOC’S SOFTWARE/APPLICATION/OTHER PLATFORMS AND THE SERVICES PROVIDED BY HELIUMDOC ARE NOT DESIGNED TO, AND DO NOT PROVIDE, MEDICAL ADVICE, PROFESSIONAL MEDICAL DIAGNOSIS OR OPINION, MEDICAL TREATMENT, PSYCHOLOGICAL THERAPY OR MEDICAL SERVICES. YOUR USE OF OUR SERVICES DOES NOT CREATE A PATIENT/PHYSICIAN RELATIONSHIP BETWEEN YOU AND US, AND IS NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT BY A PHYSICIAN OR OTHER HEALTHCARE PROVIDER. IF YOU BELIEVE YOU ARE CONFRONTED WITH ANY HEALTH PROBLEM OR MEDICAL CONDITION, YOU SHOULD PROMPTLY CONSULT YOUR PHYSICIAN OR OTHER HEALTHCARE PROVIDER. NEVER DISREGARD MEDICAL OR PROFESSIONAL ADVICE, OR DELAY SEEKING IT, BECAUSE OF INFORMATION YOU HAVE RECEIVED THROUGH OUR SERVICES. IF YOU ARE PRESENTED WITH A MEDICAL EMERGENCY, YOU SHOULD IMMEDIATELY CALL FOR EMERGENCY MEDICAL ASSISTANCE OR YOUR PHYSICIAN.

21. LIMITATION OF LIABILITY

UNLESS APPLICABLE LAW REQUIRES OTHERWISE, YOUR EXCLUSIVE AND MAXIMUM REMEDY AGAINST HELIUMDOC OR ITS AFFILIATES IS A REFUND OF ANY AMOUNT PAID FOR THE SPECIFIC SERVICE THAT GAVE RISE TO THE CLAIM PROVIDED THAT THE MAXIMUM AGGREGATE REFUND THAT SHALL BE PAYABLE BY HELIUMDOC OR ITS AFFILICATES TO ANY NATURAL OR ARTIFICIAL PERSON SHALL BE EQUAL TO AN AMOUNT THAT SHALL NOT EXCEED N1,000,000 (ONE MILLION NAIRA). NO OTHER REMEDY IS AVAILABLE TO YOU, INCLUDING, BUT NOT LIMITED TO, ANY REMEDY FOR DIRECT, INCIDENTAL, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE HELIUMDOC PLATFORMS, SERVICES, OR CONTENT. THESE LIMITATIONS APPLY WHETHER YOUR CLAIM ARISES DUE TO HELIUMDOC’S (OR ITS AFFILIATES’) NEGLIGENCE, OTHER FAULT, ERROR, OMISSION, OR NON-PERFORMANCE.NEITHER HELIUMDOC NOR ITS AFFILIATES ACCEPT ANY RESPONSIBILITY FOR THE ACTS OR OMISSIONS OF ANY HEALTHCARE PROVIDER, MEDICAL PROFESSIONAL, OR OTHER USER OF THE PLATFORMS, NOR FOR ANY OUTCOMES ARISING FROM THE USE OF THE PLATFORMS’ SERVICES IN THE DELIVERY OF MEDICAL CARE OR FOR ANY OTHER PURPOSES.

HELIUMDOC DOES NOT PROVIDE MEDICAL ADVICE OR DIRECT PATIENT CARE, AND ANY CLAIMS ARISING OUT OF THE MEDICAL DECISIONS OR ANY OTHER DECISIONS OR ACTIONS OF INDIVIDUALS, HEALTHCARE PROVIDERS, MEDICAL PROFESSIONALS, OR OTHER USERS OF THE PLATFORMS ARE EXCLUDED FROM LIABILITY UNDER THIS AGREEMENT.

22. INDEMNITY

You agree to defend, indemnify, and hold HeliumDoc, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements, including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, Your violation of this Terms of Use.

23. EXCLUSIONS

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain damages. Accordingly, some of the above disclaimers and limitations of liability may not apply to You. To the extent that any HeliumDoc Party may not, as a matter of applicable law(s), disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of the HeliumDoc Party's liability shall be the amount paid for the Services or the minimum permitted under such applicable law(s) or whichever is lower.

24. PAYMENT TERMS AND PROCESSING FEES

Payments through credit and debit cards are collected online without hassle. The End-User is asked to enter the card number, the expiration date of the card, and its security number. No data is saved, and no additional fees except that of the Appointment are charged. The money is deducted once the User clicks on ‘Pay Amount’. The transactions are 100% secure.

Kindly note that payments are processed via third-party processors, who may have varying payment processes or varying policies on data storage.

25. CANCELLATION OF APPOINTMENT

25.1 The End-User can only cancel or reschedule video visit scheduling/appointment bookings that are paid for online. Only in relation to video visit scheduling/appointment bookings that are paid for online, the End-User can cancel or reschedule up to three (3) hours before the Appointment. An Appointment cannot be rescheduled or cancelled after the given time frame. After cancelling the Appointment, the patient can schedule another Appointment or request a refund. The refund is subject to a 5% payment gateway fee. If the End-User does not attend the Appointment, the Appointment will be marked as a no-show and the End-User shall not be entitled to a refund.

25.2 End-User Refund and Exchange

Refunds are made in certain cases. The End-User shall receive a 100% refund when the Appointment is not confirmed by the Practitioner and/or when the Practitioner does not attend the Appointment. A stable internet connection is required before joining the call. The End-User shall not receive a refund due to technical issues on his/her side.

25.3 Registered Practitioner No-Show

If a Registered Practitioner misses a paid Appointment without rescheduling or cancelling it with the End-User’s consent, the Registered Practitioner shall be charged a 5% gateway fee. In this scenario, if the End-User demands a refund, a 100% refund shall be issued by HeliumDoc.

26. PUBLICITY

You grant Us the right to add Your name and company logo to Our customer list and website. You can opt-out of this use by sending a Publicity Opt-Out mail to dpco@heliumhealth.com.

28. DISPUTE RESOLUTION

All disputes arising from these Terms of Use shall be governed by and construed in accordance with the law(s) of the applicable jurisdiction of the contracting parties on behalf of HeliumDoc. Any dispute arising out of or relating to these Terms of Use, including any question regarding its existence, validity, interpretation, contractual obligation or termination by the parties, shall be settled through amicable informal and formal discussions between the parties. In the event that the parties are unable to resolve the disputes themselves amicably within fourteen (14) Business Days, all such disputes shall be referred to and finally resolved by mediation in the following manner:

The language to be used in the mediation proceedings shall be English, and parties shall bear their respective cost of mediation. Nothing in this clause shall prevent HeliumDoc from obtaining urgent interim relief in any court of competent jurisdiction. The mediation may be conducted virtually, through the use of a teleconferencing mode of communication or it can have its seat within the applicable jurisdiction (i.e. in the jurisdiction where the dispute occurred and where the parties are located).

29. EFFECTIVE DATE/TERMINATION

29.1 These Terms of Use shall be in effect as of the date You accept and agree to it, and shall remain in effect until terminated by either party, under these Terms of Use for any reason.

29.2 Termination by the User:

29.2.1 You may terminate these Terms of Use at any time by:

• Unsubscribing from our Service/Website/Platform/Site through your account settings, if applicable; or
• Simply discontinuing use of our Service/ Website/Platform/Site.

29.3 Termination by HeliumDoc:

29.3.1 HeliumDoc may terminate these Terms of Use with You immediately upon any of the following events:

• Breach by You of any term of these Terms of Use;
• Careless behaviour that causes disruption to theService/ Website/Platform/Site;
• Your failure to communicate politely and courteously with any Practitioner or Our staff;
• Abusive comments or profane language to any Practitioner;
• Negligence, fraud, or willful misconduct;
• When we are required to do so by law(s); and
• When a financial institution directs Us to.

29.4 Upon termination of these Terms of Use, You will not be able to use the Service/Website/Platform/Site, Your account shall be suspended or terminated and all Booking Requests submitted by You will be cancelled. Upon termination of these Terms, the rights granted to You under these Terms shall cease to exist. Notwithstanding anything contained in these Terms or otherwise, the termination of these Terms, for any reason whatsoever, shall not affect Your obligations, including but not limited to repayment of any outstanding amount(s).

30. SEVERABILITY

If any portion of these Terms of Use is held by any court of competent jurisdiction or law(s) to be invalid or unenforceable, either in whole or in part, then that part shall be severed from these Terms of Use and shall not affect the validity or enforceability of any other part in these Terms of Use. We shall also have the right to unilaterally amend/modify/alter/update these Terms of Use by replacing the provision that is held to be void or unenforceable with a provision which is valid and enforceable so that, to the extent possible, the effect of the amended provision would be the same as the effect of the initial provision. We may transfer Our rights and obligations under these Terms of Use to any third- party without Your consent.

31. UPDATES, MODIFICATIONS, AND AMENDMENTS

Helium Doc may modify these Terms of Use from time to time and such modification shall be effective upon posting on the Website/Platform/Site. We will alert You about any changes by updating the “Last updated” date of these Terms of Use, and You waive any right to receive specific notice of each such change. You agree to be bound to any changes to these Terms when You use the Service/Website/Platform/Site after any such modification is posted. It is therefore important that You review these Terms of Use regularly upon each use of the Services to ensure You are updated as to any changes.

We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Service/Website/Platform/Site at any time or for any reason without notice to You. You agree that We have no liability whatsoever for any loss, damage, or inconvenience caused by Your inability to access or use the Service/Website/Platform/Site during any downtime or discontinuance of the Platform. Nothing in these Terms of Use will be construed to obligate Us to maintain and support the Platform or to supply any corrections, updates, or releases in connection therewith. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Website/Platform/Site at any time without prior notice to You.

We advise that You check this page often, referring to the date of the last modification on the page. If a User objects to any of the changes to these Terms of Use, the User must cease using our Service/Website/Platform/Site immediately. If You keep using Our Services after any modification, You will be deemed to have accepted the modification.

32. KYC, AML, CTF, FRAUD

In case We are or should become subject to statutory obligations related to anti-money laundering, combating the financing of terrorism or the application of international sanctions, then, upon Our request, You shall be obliged to present Us any information and documents that We may need in order to perform such obligations and to remove any suspicions that We may have with respect to Your account being used for money laundering, terrorist financing or breach of international sanctions.

In case We have reason to believe that Your account may be used for fraud or for conducting any illegal activity or that an unauthorized third- party may be using your account, then You shall be obliged to present Us with any information and documents that We may need in order to remove any such suspicions.

You warrant that You are not subject to any international sanctions, anti-terrorism or similar laws, decrees, ordinances, orders, demands, requests, rules or requirements.

HeliumDoc has the right to conduct reviews of Your compliance with anti-money laundering rules and/or suspend You from using the Service/Website/Platform/Site without prior notice to You, for the purpose of detecting fraud or any other violation thereof. HeliumDoc shall also be at liberty to report any suspected fraudulent activity to the appropriate law enforcement authority.

You shall notify HeliumDoc immediately of any circumstances that may refer to a violation of this clause 32.

We shall have the right to suspend the use of Your account and the right to reject any Services proposed to be made using Your account in each of the following cases:

• We suspect that Your account may be used for money laundering, terrorist financing, breach of international sanctions, fraud or any illegal activities;
• We suspect that an unauthorised third- party may be using your account;
• We suspect that You have provided Us incorrect or insufficient information or documents, which We have asked under this clause 32;
• We are obliged to do so under applicable law(s) or by order of a court of competent jurisdiction, or a public authority;
• When any of Our payment service providers, any payment scheme operator or any of Our cooperation partners demands that We cease the provision of Services (either entirely, in any particular region, in any particular capacity, to any particular person or group of persons or otherwise) or notifies Us that the provision of Services is in breach of any agreements or rules to which We are bound to.

33. OFF-PLATFORM TRANSACTIONS

To enhance the safety of each experience, off-platform transactions or arrangements are prohibited, so never solicit or accept payment outside the HeliumDoc Platform. End-User should not pay for the Services in cash or request for the Services from Practitioners outside of the Platform.

In these Terms of Use “off-platform transactions” means transactions or requests for Services which originated from the Platform but are completed off the Platform.

34. COMPLAINTS AND ENQUIRIES

If You have any complaints, enquiries, or reservations about Us or any of the Services We provide, You may contact Us via: heliumdoc.gcc@heliumhealth.com (for customers in the GCC Region) or heliumdoc@heliumhealth.com (for customers in other regions).