KonsultaMD is a healthcare platform operating in the Philippines which allows patients to book the services of licensed medical professionals and wellness professionals, and to request for chat and video consults, at-home medical services (including but not limited to doctor visits, vaccinations, and other laboratory tests), nursing care, caregiving services, physical therapy, mental therapy, nutrition services, and fitness coaching and medicine delivery.
By registering as a user of KonsultaMD (the “Application”), the CLIENT accepts the following terms and conditions (the “Agreement”) in its entirety and without any exception:
These terms and conditions were last updated on 15 December, 2022.
HealthNow, Inc. (the “Company”) is a corporation incorporated pursuant to the laws of the Republic of Philippines and having its registered address at 3rd Floor, Globe Telecom Plaza 2, Pioneer corner Madison Streets, 1550 Mandaluyong City, Philippines.
A “Healthcare Provider” is any duly-licensed doctor, nurse, psychologist, psychometrician, counselors, life coaches, physical therapist, nutritionist or dietician, wellness professional, or such other persons in the health and wellness business or any licensed and registered laboratory or pharmacy, laboratory pharmacy, wellness professional, or such other persons in the health and wellness business. A Healthcare Provider is someone who intends to provide on-demand or scheduled medical services, which shall include but is not limited to nursing care or caregiver services, laboratory or diagnostic services, mental health services, physical therapy, nutrition services or such other medical or wellness services made available by the Company through and contracted through the Application (the “Services”) and with whom the Company has agreed to allow the use of its Application for this purpose in accordance with the terms and conditions set forth hereunder.
Client(s) shall include: (i) the Client; (ii) his/her spouse, direct ascendants/descendants, and/or other relatives such as, but not limited to, siblings, aunts, uncles, etc. (iii) minors of whom the Client exercises legal guardianship (collectively, the “Family Members”); and/or (iv) drivers and household helpers as registered by the Client with the Application (collectively, the “Dependents”).
- AGE AND CAPACITY
The Client represents and warrants that he/she is at least eighteen (18) years of age, and has the capacity to bind himself/herself contractually to this Agreement and to use the Application. Persons under eighteen (18) years of age, or otherwise incapacitated to enter into this Agreement, may not register to use the Application. If acting on behalf of Dependents, the Client represents and warrants that he/she is authorized to act for and on behalf of, and to bind such Dependents. The Client also warrants that he/she has fully informed each of the Dependents and that they have fully understood, consented, and accepted this Agreement. Upon the Company’s request, the Client will provide us with written proof of Client’s (a) specific authorization to act on behalf of the Dependents and (b) the consent and acceptance of this Agreement by the Dependents.
- REGISTRATION AND PERSONAL INFORMATION
2.1. The Client must register to use the Application. In registering, the Client will be required to provide certain personally identifiable information, including name, address, phone number, gender and medical or health information (“Personal Information”). The Client is solely responsible for updating the Company of changes to his/her Personal Information so that records are current, complete and accurate and such changes shall form part of the Client’s Personal Information.
2.3. By registering to use the Application, the Client agrees to receive information regarding common medical and health-related topics or preventive care messages containing medical and health-related/wellness information, or marketing promotions and notifications related to the service. This information is for general educational and informational purposes only. In no case should such information be considered or relied upon as a substitute or replacement for medical advice, diagnosis, and treatment. Neither should it be construed, directly or indirectly, as constituting the practice of medicine or any other profession, or dispensing of health care or medical service by the Company. The Company makes no warranties, express or implied, as to the accuracy or applicability of the information provided in connection with the Application, and assumes no responsibility for any consequences relating directly or indirectly to any action or inaction that Client may take in connection with such information. The Client may opt-out at any time by contacting the Company’s hotline, if he/she does not want to receive such information.
2.4. Access to and use of Application is limited to customers with a registered address in the Philippines.
- NATURE OF THE APPLICATION AND THE SERVICE
3.1. Clients are provided the ability to order or schedule the Services on the Application. The Company shall process each order made by the Clients and forward the same to the Healthcare Provider. For the avoidance of doubt, each agreement entered into for the provision of the Services shall constitute a direct contractual relationship between the Healthcare Provider and the Client. The said contractual relationship shall begin from the point where the Healthcare Provider has accepted and confirmed the Client’s request for a service appointment and shall conclude when the Service requested (a) has been completed or (b) when the appointment was canceled by either party before the Service was rendered.
3.2. The Healthcare Provider, in his/her sole discretion and professional judgment and based on Client’s information and health condition, may determine that his/her Service may not be appropriate for Client’s needs and accordingly refrain from performing the Service. The Healthcare Provider shall recommend the appropriate Service, which may include, but is not limited to, in-person consultation.
3.3. THE CLIENT AGREES THAT THE COMPANY SHALL NOT BE RESPONSIBLE OR LIABLE TO THE CLIENT IN RELATION TO ANY SERVICES PROVIDED BY THE HEALTHCARE PROVIDER TO THE CLIENT.
The Client agrees to timely pay for all amounts due and owing pursuant to the plan for the Service subscribed to for all other fees that may be charged in connection with your use of the Service.
- INTELLECTUAL PROPERTY
5.1. The Application is a licensed product. All intellectual property rights in the software and in the Application belong exclusively to the Company and its licensors.
5.2. The Company grants the Client limited, personal, non-exclusive and non-transferable rights and license to use the Application and to access the services using the Application. Unless otherwise specified in writing, the Client shall use the Application for the intended use and purpose stated in this Agreement.
The Application, including but not limited to, the content, metadata, design, organization, compilation, look and feel, the fitness and nutrition plans, the source, object and HTML code, and all other protectable intellectual property available through the services and/or comprising the Application are property of the Company and its licensors. Such property is protected by intellectual property laws. All rights concerning the Application which are not expressly provided in this Agreement are reserved by and belong to the Company.
5.3. By using the Application, the Client agrees that his/her use:
5.3.1. shall be for lawful purposes only and never for unlawful, illegal or fraudulent purposes;
5.3.2. shall not cause nuisance, annoyance, disruption, or inconvenience to the Company’s partners, licensors and any other person;
5.3.3. shall not impair the proper operation of the network;
5.3.4. shall use the same only through access points or wireless data account (AP) which he/she is authorized to use; and
5.3.5. may be charged with standard messaging and/or data fees by his/her wireless provider.
5.4. The CLIENT agrees:
5.4.1. not copy, reproduce, sell, publish, distribute, display, retransmit or otherwise provide access to the Application to anyone, will not rearrange, modify, create derivative works or reverse engineer the Application;
5.4.2. not to make alterations to, or modifications of, the whole or any part of the Application, or permit the Application for Clients or any part of it to be combined with, or become incorporated in, any other programs;
5.4.3. not to distribute, transfer, sell, re-sell, lease, license, sub-license, loan, translate, merge, adapt, vary, modify, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Application or any part of it;
5.4.4. not to remove, disassemble, decompile, reverse-engineer or create derivative works any copyright, trademark or other proprietary notices from any portion of the Application;
5.4.5. not to link to, mirror or frame any portion of the Application;
5.4.6. not to cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Application or unduly burden or hinder the operation and/or function of any aspect of the Application;
5.4.7. not to provide or otherwise make available the Application in whole or in part (including its object and source code), in any form whatsoever, to any person without our prior written consent;
5.4.8. not to gain or attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks;
5.4.9. not to use the Application in any unlawful manner or for purpose/s inconsistent with the provisions of this Agreement, or act fraudulently or maliciously for example, by hacking into or inserting malicious code, including viruses, or harmful data into the Application;
5.4.10. not infringe intellectual property rights or those of any third party in relation to your use of the Application;
5.4.11. not to transmit any material that is defamatory, offensive or otherwise objectionable in relation to the use of the Application;
5.4.12. not to use the Application in a manner that can cause damage to, or disable, overburden, impair or compromise our systems or security or interfere with other users; and
5.4.13. not to collect or harvest any information or data from any Service or our systems or attempt to decipher any transmissions to or from the servers running any Service.
5.5. The CLIENT acknowledges the risks when accessing his/her account through a public or shared server, computer or network, which is prohibited as a matter of Company Policy to prevent data or privacy breach. The CLIENT acknowledges that he/she is exclusively responsible for all consequences of accessing the Application through any public or unsecured network.
- NO WARRANTIES AND LIMITATIONS OF LIABILITY (APPLICATION)
The Client understands that the Application is only meant to connect the Client to a Healthcare Provider and as such, the Company is not liable for any claims, demands, losses, liabilities, and expenses with respect to the Services rendered by the Healthcare Provider.
THE CLIENT AGREES THAT THE APPLICATION IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, THE COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES REQUESTED THROUGH THE USE OF THE APPLICATION OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
THE CLIENT AGREES THAT THE ENTIRE RISK ARISING FROM HIS/HER USE OF THE APPLICATION, AND ANY SERVICE PERFORMED IN CONNECTION THEREWITH, REMAINS SOLELY AND WITH HIM/HER.
7.1. The Client agrees to indemnify and hold the Company or its affiliates, their officers, directors, employees, and agents free and harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys' fees), arising out of or in connection with:
7.1.1. the Client’s use of the Application;
7.1.2. the Client’s breach or violation of any of the terms of this Agreement; and
7.1.3. the Client’s violation of the rights of any third party, including that of the Client.
7.2. THE COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR ANY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE APPLICATION OR FOR THE HEALTHCARE PROVIDER’s PERFORMANCE OF THE SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7.3. THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING FROM:
7.3.1. THE CLIENT’S USE OF THE SERVICES OR INABILITY TO ACCESS OR USE THE SERVICES; OR
7.3.2. ANY TRANSACTION OR RELATIONSHIP ENTERED INTO BY AND BETWEEN THE CLIENT AND HEALTHCARE PROVIDER, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
7.4. THE COMPANY SHALL NOT BE LIABLE FOR ANY DELAY OR FAILURE IN THE PERFORMANCE OF SERVICES RESULTING FROM CAUSES BEYOND OUR REASONABLE CONTROL. IN NO EVENT SHALL THE COMPANY BE LIABLE TO THE CLIENT FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION UNDER THIS AGREEMENT EXCEED THE TOTAL AMOUNT OF THE FEES FOR THE SERVICES AVAILED OF.
7.5. This Section 7 shall survive the expiration or termination of this Agreement.
- FORCE MAJEURE
The Company shall not be held liable to the Client for failure to perform its obligations or for any delay in the performance thereof, if the failure or delay was due to any cause beyond the Company's reasonable control, such as, but not limited to, acts of God, explosion, flood, tempest, fire, accident, war or threat of war, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, by-laws, prohibitions or measures of any kind on the part of any governmental or local authority; interruption of traffic, strikes, lock-outs, or other industrial actions or trade disputes (whether involving employees of the Company or a third party); power failure or breakdown in machinery. Upon the happening of any one of the events set out, the Company may, at its option, fully or partially suspend the performance of the Service while such event or circumstance continues, or terminate any contract with Clients so affected with immediate effect.
- TERM AND TERMINATION
The Client is allowed to use the Application for the term of this Agreement as indicated in your Service subscription plan. Notwithstanding such a term, the Client’s breach of this Agreement, including non-payment for Services, will result automatically in the immediate termination of this Agreement by the Company upon service of a written notice, without prejudice to the Company's available remedies under the law. The Company reserves the right to terminate your use of the Application if you breach this Agreement or for any other reason in the Company’s discretion. It is agreed and understood that prior resort to litigation is not required for the above automatic and immediate termination of this Agreement. The Client waives any right to insist on prior resort to litigation to the fullest extent allowed under applicable law. If the Client disputes or questions such termination, the Client agrees that pending determination of the validity or effectivity of the termination, the Company’s obligations under this Agreement, except those which are intended to survive the termination or expiration of the Agreement, shall be deemed suspended. The Client further understands that he/she will shoulder all costs of the proceedings, including attorney’s fees, should the termination be found to be proper. The provisions on Indemnification, Limitations of Liability and the Personal Information stated herein shall survive the termination of this Agreement.
10.1. No Third Party Rights
10.1.1. No person who is not a party to this Agreement (including any employee, officer, agent, representative or sub-contractor of either party) shall have any right to enforce any terms of this Agreement which expressly or impliedly confers a benefit on that person without the express prior written agreement of the parties.
10.2. Assignment of Rights and Obligations
10.2.1. The Client may not assign nor transfer any of his/her rights, nor delegate the performance of his/her obligations under this Agreement. Any attempted assignment, transfer or delegation without such consent shall be void and of no effect.
10.2.2. The Company reserves the right to assign this Agreement, in whole or in part, to any party, including THE COMPANY’s affiliates, including but not limited to Global Telehealth, Inc. and HealthNow, Inc., with due notice to the Client. Such transfer, however, shall not affect the Healthcare Provider’s rights under this Agreement.
10.3. Non-Waiver; Remedies Cumulative
10.3.1. Any failure of either party to insist upon the strict performance of any term or condition of this Agreement, shall not be deemed a waiver of any of the party's rights or remedies, including the right to insist on the strict performance of the same. No waiver or other modification to this Agreement shall be valid unless it is in writing, dated and signed by the parties.
10.3.2. The rights and remedies herein expressly provided are cumulative and not exclusive of any rights or remedies which any of the parties would otherwise have.
10.4. Governing Law
This Agreement shall be subjected to and construed in accordance with the laws of the Republic of the Philippines.
10.5. Dispute Resolution
10.5.1. Any dispute, controversy or claim arising under, out of or relating to this Agreement, including, without limitation, its formation, validity, binding effect, interpretation, performance, breach or termination, as well as non-contractual claims, shall be resolve by the parties within fifteen (15) days from receipt of a written request to meet in good faith in order to resolve any dispute, controversy or claim in accordance with this Agreement.
10.5.2. If the dispute remains unresolved after a further period of sixty (60) days from receipt of a written escalation, the parties shall seek appropriate judicial remedies only and exclusively before the courts of Mandaluyong City, Metro Manila, Philippines to the exclusion of other venues and courts.
10.5.3. The validity, interpretation and performance of this Agreement is governed by the laws of the Republic of the Philippines.
10.5.4. Notwithstanding the existence of a dispute, each party must continue to perform their obligations under this Agreement.
10.6. Notice and Correspondence
10.6.1. All notices that are required under this Agreement shall be in writing and shall be considered effective only upon receipt thereof.
10.6.2. A party shall give written notice of any change of address to the other party. Any substitute address of a party shall be effective only after the lapse of fifteen (15) days from receipt of the written notice thereof. Absent such written notice of any change of address, service to the currently known address of a party shall be deemed effective.
10.6.3. Any communication or document made or delivered by one party to another under this Agreement shall be deemed received upon actual receipt thereof or if by way of letter, when it has been left at the relevant address or fifteen (15) days after being deposited in the post addressed to the recipient.
10.7.1. The titles to the provisions in this Agreement are for convenience or reference only and shall not in any way affect the interpretation thereof.
10.7.2. This Agreement shall not be construed in favor of or against any party, but shall be construed equally as to both parties.
10.8.1. If any of the provisions of this Agreement shall be found void or unenforceable, such invalidity or unenforceability shall not entirely invalidate or render this Agreement unenforceable, but rather this Agreement shall be construed as if not containing the particular void or unenforceable provisions, and the rights and obligations of the parties shall be construed accordingly.
10.8.2. If the Company or the Client would not have entered into this Agreement without such provision, that party shall have the right to terminate this Agreement upon written notice to the other party.
10.9. Entire Agreement; Amendment
10.9.1. This Agreement shall contain the entire understanding between the parties that will govern their relationship and supersedes any prior understanding and agreement between the parties. There are no representations, agreements, arrangements or understanding, verbal or written, between the parties hereto relating to the subject matter of this Agreement, which are not fully expressed herein.
10.9.2. The Company may change the provisions of this Agreement at any time. The Client can review the most current version of this Agreement on the Application. If the Client continues to use Application or any Service after the Company makes changes to the provisions of this Agreement, the Client is deemed to have acceptance of the revised Agreement. The Client is responsible for checking these terms and conditions periodically for any changes.
Acceptance and availment of a Service by a Client means acceptance of this Agreement.