STANDARD SUBSCRIPTION TERMS AND CONDITIONS OF USE

INTRODUCTION

Medisim is an electronic sales platform designed to promote a better understanding, knowledge and awareness of health care, acting as an interface between yourself (the “User”) and health practitioners in South Africa; presenting you with a greater choice of and access to various health care topics, as well as the opportunity to communicate with registered medical practitioners to discuss all your health care related questions.

The Medisim Services (“Medisim Services”) include:

• Text a Doctor which entitles a User to private and confidential one-on-one health text messages to and from a doctor; or
• Talk to a Doctor which entitles a User to 24/7 direct telephonic access to a doctor anytime, anywhere, by logging a request for the next available health practitioner to contact a User; or
• Health Tips, which comprises health information or messages written, vetted and localised by doctors, sent to the User by means of SMS’s or notifications via the Medisim App; or
• Symptom Checker, which assists a User in determining a health condition based on symptoms experienced;

These services may be reviewed, updated, added to and/or removed by Medisim from time to time, meaning that the above list of services is not exhaustive and that this definition will be varied from time to time to bring it in line with the current services offered by Medisim .

The Medisim Services are not intended nor suited to be a replacement or substitute for professional medical advice, consultation, examination, diagnosis or treatment relative to a specific medical question or condition. All information obtained by a User on, through and/or by means of the Medisim Services, is for informational and educational purposes only.

HOW DO I SUBSCRIBE FOR THE MEDISIM SERVICES?

Access by Users to the Medisim Services will differ based on whether a User is making use of or subscribing to the services on or through the following subscription channels (“Subscription Channels”):

• Medisim Website
• Medisim Voucher
• Third Party Benefit Programme (See the Medisim Partner Page on the website)
• Medisim Call Centre

The User will not be entitled to access of a Medisim Service for which the User is not subscribed to and/or has not paid for.

The User will be required to accept these terms and conditions, which includes the Terms and Conditions of Use, before subscribing for the services.

All subscriptions are subject to the approval of Medisim in its discretion. Medisim will have the unfettered right to accept or reject an offer for any of its services, made by a User. Medisim will be entitled to take steps to restrict or suspend the services to a User who misuses the Medisim services.

FREE MEDISIM TRIAL PERIOD

Users subscribing to the Medisim Services (except Users subscribing through a Third Party Benefit Programme who have free use of Services at all times) will be given a 7 (seven) day free trial period. Should the User wish to continue with the Medisim Services after the free trial period, then subscription fees will become due from day 8 (eight) being the day following the free trial period.

SELECTED MEDISIM SERVICES

The availability of a selected Medisim Service and the applicable subscription fee payable will be determined by:

• the Subscription Channel through which the selected service is subscribed for; and/or
• the selected service subscribed for.

To the extent Medisim makes special promotions or vouchers available, from time to time, the services sold under such special promotions or vouchers will be subject to certain additional conditions, including availability and limited-offer stipulations.

The User represents and warrants to and in favor of Medisim that he or she:

• has carefully read the terms and conditions and each of the additional terms and conditions that may apply to the applicable selected Medisim Service; and
• is over the age of 18 (eighteen);
• understands the financial commitments in subscribing for the service; and
• is and will at all material times be in a financial position to meet his or her obligations under this Agreement; and
• is authorised to use such mobile or other electronic device or payment card to make payment, as the case may be, and that there are sufficient funds available to pay for the order.

The User hereby specifically represents and warrants to and in favour of Medisim that all information offered, proffered, provided, discussed with and/or communicated to any health practitioner whilst making use of a selected service will be absolutely true and correct in every respect and regard – hereby acknowledging the importance as to the serious consequences if such information is not as represented and warranted.

Subject to any and/or all applicable laws, Medisim makes no warranty or representation, whether expressly or implicitly:

• about any component of a selected Medisim Service, or that the User will be able to have access to or continue to have access to the service or that such access will be continuous and/or uninterrupted; and/or
• as to the quality of reception by the User of the service, or any aspect thereof, as Medisim cannot be responsible or liable for electronic media or conveyance through, on and/or via such electronic means as these factors are and will be beyond its control; and/or
• that the software used to provide the selected service including any software applications, is virus or error-free, flawless or without fault; and/or
• that the services will at all times be free of errors or interruptions, be always available, fit for any purpose, not infringe any third party rights, be secure and reliable, or will conform to its delivery timeline requirements; and
• Medisim will use its reasonable endeavors to make its services and products available to the User and to maintain the availability thereof on the understanding that such services are provided on an “as is” and “as available” basis.

Medisim , in the absence of its gross negligence or wilful misconduct will not be liable to any person for the content of and/or the use of materials constituting the selected service whether provided by Medisim or a third party.

PAYMENT & PAYMENT METHODS

• All payments must be made on a pre-paid basis, meaning that subscription fees must be paid in advance and prior to making use of the selected Medisim Service.
• To the extent the User wishes to make use of any extended payment method (debit order, credit card or airtime billing payments), such payments will be made on a continual commitment basis, meaning that the User is committed for and to the full extent of the subscription period by means of the monthly debit order, recurring credit card payment, airtime billing options or such other additional recurring payment options that may from time to time be provided for by Medisim.
• The User, by selecting the method through which he or she wishes to pay (including but not limited to the debit order bureau used by Medisim from time to time), appoints, authorises and/or instructs, as the case may be, such person as his or her agent to give effect to such payment, and, as such, remains responsible and liable for such payment to Medisim – hereby assuming the risk that payment will be duly and fully made to Medisim.
• The User, in the event of a debit order or other similar electronic payment, hereby authorises Medisim and its affiliates to debit the User’s bank account between the 1st (first) and last lay of each month for all and/or any fees, costs, charges and taxes owed by the User in terms of this Agreement. In this regard, Medisim and its affiliates will be entitled, authorised and instructed to make multiple submissions during a month to procure or obtain payment.
• The User, in the event of paying by means of airtime billing or other similar electronic payment, hereby authorises Medisim to deduct monies due to Medisim from his or her airtime at any time between the 1st (first) and last day of each month, which may be made by means of multiple submissions as and when the User has airtime available.

SUSPENSION AND CANCELLATION

The User will be entitled to the Medisim Services, for so long as payment is timeously made to Medisim for the use thereof.

Both Medisim and the User shall be entitled to cancel this Agreement, without any reason and recourse to itself, on 30 (thirty) days’ notice by cancelling the subscription online through the Hello Doctor Website and/or on the Medisim App.

In respect of Third Party Benefit Programmes, the User will be entitled to make use of the Hello Doctor Services:

• to the extent the agreement between the Third Party Benefit Programme and Medisim remains legally in force and has not been terminated; and
• for so long as the Third Party Benefit Programme has paid for such service.

Medisim will be entitled, but not obliged to:

• suspend a selected Medisim Service, without any recourse to itself, pursuant to any unforeseen event beyond its reasonable control and which prevents its performance; and/or
• suspend a selected Medisim Service and/or cancel or terminate this Agreement if and to the extent the User and/or Third Party Benefit Programme fails, neglects and/or refuses to make any payment timeously and/or at all; and/or
• cancel or terminate this Agreement, without any recourse to itself, if and to the extent any agreement by and between Medisim and a Third Party Benefit Programme is suspended, terminated and/or expires.

PERSONAL INFORMATION

The User expressly gives and, to the extent applicable, is and will be deemed to have provided express permission for the collection, collation, processing, receipt, storage, recording, updating, modifying, retrieval, dissemination and distribution of his or her personal information for the purposes set out herein, which Medisim is entitled, but not obliged to do.

Subject to all and/or any laws to the contrary, the User must and will:

• provide Medisim with the personal and contact details and information as required by it in order to administer and/or deliver the selected service, as the case may be; and/or
• inform Medisim and/or the Third Party Benefit Programme (if applicable), in writing, within 7 (seven) days of any change to any of the information provided by the User in relation to the selected Medisim Service.

The User hereby authorises Medisim (who will not be obliged to), subject to any and/or all applicable laws, to:

• access from any credit bureau, which is a member of the Credit Bureau Association and subscribes to its Code of Conduct (“Credit Bureau”) his or her personal information concerning financial risk and payment habits (“Payment Profile”) for purposes of fraud prevention and debtor tracing, and to disclose information regarding his or her Payment Profile to such Credit Bureau; and/or
• use information that Medisim may have in relation to the User for the purposes of –
• processing any request; and/or
• administering this Agreement; and/or
• informing the User of any new aspects of the service provided by Medisim ; and/or
• informing the User of promotional competitions; and
• disclosing the User’s personal information (save that all private and personal medical information will remain confidential):
• to companies, businesses or persons affiliated with Medisim for purposes of marketing their services; and/or
• to any company, business or person which acquires the Medisim business or any part thereof, or which it may acquire; and/or
• to agents, representatives or service providers which Medisim appoints to process any transaction contemplated and/or provided for herein, administer this Agreement or provide management or other services; and/or
• to Medisim ’s payment system providers in order to facilitate the collection of any fees, charges and costs using payment systems owned and operated by third parties or other persons; and/or
• retain the User’s personal information referred to herein for as long as Hello Doctor is required to do so in terms of the law or in order to exercise or protect any of its rights under or by virtue of this Agreement.

MEDISIM ’S FAILURE TO PERFORM

Medisim will not be liable for failure to perform if the failure is attributable (wholly, partially or late), to some unforeseen event or circumstance beyond its reasonable control which prevents it from performing, timeously or otherwise. This will not be limited to technical problems or downtime related to a fixed line or mobile tele-communications provider which, in each case, is beyond Hello Doctor’s reasonable control, having exercised reasonable care and diligence to prevent and/or mitigate against the occurrence and/or consequences of that event or circumstance.

LIMITATION OF LIABILITY

All references to Medisim or its affiliates herein will include a reference to their shareholders, promoters, employees, representatives, directors, agents, consultants, advisers, subcontractors and any other Persons acting for or on their behalf in the provision of any service and/or product contemplated or provided for herein.

Neither Medisim nor any of its affiliates is or will be liable for any loss or damages of any nature whatsoever suffered by the User or any other Person arising out of or in connection with:

• any act or omission of Medisim or its affiliates, save for any act or omission which is wilfully intended to cause loss or is grossly negligent; and/or
• a breach of this Agreement by the User;
• any interruption, delay, suspension, defect or failure in the distribution or reception of the selected service beyond Medisim ’s reasonable control.

Notwithstanding any express exclusion of liability recorded herein, neither Medisim nor any of its affiliates will be liable for any loss or damage of any nature, including direct, indirect, special or consequential damages, including loss of profits, suffered by the User or any third party or person arising from any cause, except where such loss or damage is caused by the intentional or grossly negligent acts or omissions of Medisim or any of its affiliates.

The User hereby indemnifies and holds Medisim and any and all of its affiliates harmless against any claim brought by any third party or person against Medisim and any of its affiliates:

• arising out of a breach by the User of the provisions of this Agreement; and/or
• as a result of access to or use by a third party or person of the selected service; and/or
• associated with the provision of the selected service to the User.

VARIATIONS, WAIVERS & INDULGENCES

No variation of, addition to, consensual cancellation of or waiver of any right arising in terms of this Agreement (including this Clause) will be of any force or effect unless it is reduced to writing and signed by the party or on behalf of or by the Parties’ respective duly authorised representatives, save that Medisim will have the right to unilaterally amend from time to time its prices in and for the Medisim Services and the amendments brought about thereby will be deemed to be incorporated herein and this Agreement so amended, unless otherwise provided for and/or agreed to in writing by Medisim .

Any express waiver of any breach of this Agreement will not be deemed to be a waiver of any subsequent breach. Likewise, one or more waivers of any right, obligation or default will not be construed as a waiver of any subsequent right, obligation or default.

Any liability to any Party under this Agreement may, in whole or in part, be released, compounded or compromised or time or indulgence given by that Party in its Discretion as regards any Party under such liability without in any way prejudicing or affecting its rights against the other Party under the same or a like liability, whether joint and several or otherwise.

SEVERABILITY & ILLEGALITY

If any provision of this Agreement is held to be invalid, illegal, contrary to public policy or unenforceable by a Court of competent jurisdiction or arbitrator, the validity, legality and enforceability of the remaining provisions will in no way be affected or impaired thereby, and this Agreement will remain and be of full force and effect.

Medisim provides a transparent online resolution procedure for settling disputes.

TERMS AND CONDITIONS OF USE FOR THE SUBSCRIPTION SERVICES: TALK TO A DOCTOR; TEXT A DOCTOR; HEALTH TIPS AND/OR SYMPTOM CHECKER

Introduction

In order for a doctor to phone or respond to a User’s text based messages within an hour or for a User to receive daily Health Tips, the User will be required to accept these terms and conditions, as well as the Standard Subscription Terms and Conditions applicable to all of the Medisim Services.

Medisim is a subscription-based electronic platform and medium for consumers to telephonically, electronically or digitally converse with a registered healthcare practitioner. If and to the extent a healthcare practitioner from a jurisdiction other than South Africa uses the Hello Doctor Platform, such medical practitioner will likewise be registered and accredited within the jurisdiction in which he or she operates.

Legal Basis

The medico-legal relationship, if any, created by the doctor phoning you upon your request, or texting you in response to your text based message, is by and between you and the attending doctor.

Age You represent and warrant that you are at least 18 years of age and that you possess the legal right and ability to enter into an agreement with the attending doctor and/or Medisim . If you are under the age of 18, you must have your parents’ consent. To the extent the legal requirement for age of majority is greater than the age of 18, you represent and warrant that you are at least that age.

Within South Africa

To the extent Medisim does not have a presence and/or offering in your country, and you are not within South Africa, you are deemed to be within the South African borders and under the jurisdiction of the South African courts for any matter that may arise relating to Medisim .

Disclosure of All Relevant Information

These services are provided in good faith based upon the information given by you, during the phone call or text message. As such, you are required to disclose all relevant information, no matter how trivial, pertaining to your current health and past medical history that may have a bearing on the services to be so provided.

Rights – YOUR CHOICE

It is your right to ask the doctor any questions you have about your health to help you to make an informed decision about what to do about it. Please note that by using the service and by interacting with a doctor, you are giving your consent to participate in the call and to receive educational information only. The doctor cannot give you a medical diagnosis or offer you medical treatment over the phone, but will give you information about what you can do for the health problems that triggered your call back request. All calls will be recorded and kept confidential. All text-based messages will be stored and kept confidential. However, if you participate in open group text-based forums or discussions, the information you give will be publicly available and for all those participating to see; since there is no confidentiality in open forums.

Not a Substitute for in person medical care

The service you receive is not clinical medical advice, but rather preventative healthcare information of an educational nature to empower you to make an informed decision and choice; it does not replace and is not intended to replace in person medical care, advice, instruction or treatment. As such, you are urged to immediately seek medical treatment if and to the extent the reason for your call persists.

No warranty

Medisim and the attending doctor:

1. make no warranty as to the content of any information and/or response; and
2. do not guarantee that a conversation with a doctor via the telephone and/or text message is the appropriate course of action for your particular healthcare problem.

No change in health condition

You are solely responsible for all information and/or communication given during the telephone conversation, text message or other communication. You undertake to contact your doctor immediately should your condition change or your symptoms worsen. If you require urgent care, you should contact your local emergency services immediately. Any and all services that you acquire through Medisim and the attending doctor shall be solely for your personal use and/or that of your family member requiring the services.

Risks

You understand and accept that there is an inherent risk in not having a physical examination. Your use of the services is at your sole risk and you assume full responsibility for all risks associated therewith. All information or services provided through the Medisim Services are provided without any warranty of any kind, express or implied. To the fullest extent permissible under South African law or any other law, Medisim and the attending doctor, their shareholders, affiliates, directors, officers, managers, employees, advisers and/or other representatives hereby disclaim all representations and warranties, express or implied, statutory or otherwise, including but not limited to warranties of fitness for a particular purpose. Without limiting the aforegoing, there is and shall be no warranty as to the reliability, accuracy, timeliness, usefulness, adequacy, completeness or suitability of the services and/or the products so provided.

Limitation of Liability

Medisim and the attending doctor shall not be liable for any direct damages in excess of the subscription price of any service subscribed or paid for. In addition, to the maximum extent permitted by law, Medisim and the attending doctor shall not be liable for any special, punitive, indirect, incidental or consequential damages, including but not limited to personal injury, wrongful death or loss of use, whether in any action in warranty, contract, delict (including, but not limited to negligence or fundamental breach), or otherwise arising out of or in any way connected with the use of, or the inability to use, these services or any material or information contained in, accessed through these services.

Indemnity

You indemnify, defend and hold harmless Medisim and the attending doctor and their affiliates from and against all losses, liability, expenses, damages and costs, including all attorney’s fees, arising out of or related to any breach of the terms of use, your relationship with Medisim and the attending doctor any negligent or wrongful action or omission by you related to your use of services through Medisim , or any negligent or wrongful use of the services, including negligent or wrongful conduct by you or any other person acting on your behalf.

Waiver

Medisim shall not be responsible or liable, directly or indirectly, for any damage or loss caused, or alleged to be caused, by or in connection with, use of or reliance on, any information, services available on or through Medisim and/or all those associated and/or affiliated with it, including the attending doctors. Accordingly, in consideration for the services so provided, you, the User requesting the call back, hereby waive your or your family member’s (including but not limited to that of your and your minor child’s estate and/or any beneficiary thereunder) right to and actually bring any normal, reasonable and/or legally enforceable claim, action, proceeding, application and/or demand against Medisim and/or all those associated and/or affiliated with it, including the attending doctors, for any and/or all claims, costs, damages and/or expenses or otherwise arising out of and/or suffered by you and/or your family member as a result or consequence of making use of these services or otherwise.

Acceptance of Medisim ’s Terms & Conditions

By subscribing for the Medisim Services you will be deemed to have read, understood and agreed to both these Terms and Conditions of Use and the Standard Subscription Terms and Conditions.