01Definitions and Interpretation
’Agreement’ means these Terms and Conditions together with the Privacy Policy, Platform Disclaimer, Acceptable Use Policy, Patient Data Consent and Acknowledgment, and any applicable role-specific agreement (Doctor Terms or Medical Centre Terms), all of which are incorporated herein by reference.
’Applicable Laws’ means all statutes, regulations, rules, notifications, and guidelines applicable in India, including: the Information Technology Act, 2000; the IT (Amendment) Act, 2008; the IT (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 (‘SPDI Rules’); the Digital Personal Data Protection Act, 2023 (‘DPDPA’); the Indian Medical Council Act, 1956; the MCI (Professional Conduct, Etiquette and Ethics) Regulations, 2002 (‘MCI Ethics Code’); the Telemedicine Practice Guidelines, 2020 (‘TPG’); the Drugs and Cosmetics Act, 1940; the Clinical Establishments (Registration and Regulation) Act, 2010 (‘CEA’); the Consumer Protection Act, 2019; the Payment and Settlement Systems Act, 2007; and any amendments or successor legislation thereto.
’Appointment’ means a consultation, examination, or other healthcare interaction between a Patient and a Doctor, scheduled through the Platform.
’Appointment Fee’ means the fee charged by a Doctor or Medical Centre to a Patient for an Appointment, as set by the Doctor or Medical Centre on the Platform.
’Clinical Data’ means any prescription, diagnosis, clinical note, laboratory test order or result, medical history, treatment record, or other health information entered into the Platform by a Doctor.
’Commission’ means the fixed flat fee payable by the Medical Centre to the Company upon successful completion of each Appointment, currently ranging from INR 10 (Rupees Ten) to INR 15 (Rupees Fifteen) per Appointment as specified in the applicable Commercial Schedule. The Commission is a fixed amount per Appointment and is not calculated as a percentage of the Appointment Fee.
’Company’ means MEDRIC DIGITAL (OPC) PRIVATE LIMITED, a One Person Company incorporated under the Companies Act, 2013, bearing Corporate Identity Number U62091KL2026OPC102021.
’Company Servers / Cloud Infrastructure’ means the Microsoft Azure-hosted cloud environment on which all Platform data (including Clinical Data) is stored and processed, located within Azure data centres in India (South India / Central India regions).
’Content’ means any data, text, images, files, or other information uploaded, submitted, or transmitted through the Platform by any User.
’Doctor’ means a registered medical practitioner holding a valid licence under the Indian Medical Council Act, 1956 or relevant State Medical Council legislation, onboarded to the Platform through a Medical Centre or directly.
’Healthcare Services’ means any clinical service, medical consultation, diagnosis, prescription, or investigation provided by a Doctor to a Patient. For the absolute avoidance of doubt, the Company does not provide Healthcare Services and is not a healthcare provider.
’Medical Centre’ means any clinic, hospital, diagnostic centre, or healthcare establishment registered under Applicable Laws and onboarded to the Platform under a Medical Centre Agreement.
’Patient’ means an individual who accesses the Platform to book Appointments or access their healthcare records.
’Platform’ means the web-based and mobile application operated by the Company at https://medeorprod-c0fzc9b9a9hgg0ed.canadacentral-01.azurewebsites.net/api/Legal/home?format=html, including all associated software, APIs, databases, and infrastructure. The mobile application is built on React Native and is available on the Google Play Store and Apple App Store.
’Platform Infrastructure’ means the backend application services hosted on Microsoft Azure App Service ; application secrets and cryptographic keys stored in Microsoft Azure Key Vault; and the Medeor mobile application available on the Google Play Store and Apple App Store.
’Sensitive Personal Data’ has the meaning given under the SPDI Rules and includes health information, medical records, biometric data, and financial information.
’User’ means any individual or entity accessing the Platform in any capacity, including Patients, Doctors, Medical Centres, and their authorised representatives.
Unless the context requires otherwise: references to the singular include the plural and vice versa; headings are for convenience only and do not affect interpretation; ‘including’ and ‘includes’ are not words of limitation; and references to ‘days’ mean calendar days unless stated as ‘working days’ (calendar days excluding Sundays and public holidays in India).
02About MEDRIC DIGITAL (OPC) PRIVATE LIMITED
These Terms and Conditions constitute a legally binding agreement between you and MEDRIC DIGITAL (OPC) PRIVATE LIMITED (‘Company’), incorporated under the Companies Act, 2013, bearing CIN U62091KL2026OPC102021.
This Agreement incorporates the Privacy Policy, Disclaimer, Acceptable Use Policy, Patient Consent Policy, and any applicable role-specific agreement (Doctor Terms or Medical Centre Terms).
Applicable Laws include the IT Act 2000, DPDPA 2023, Indian Medical Council Act 1956, Telemedicine Practice Guidelines 2020, Clinical Establishments Act 2010, Consumer Protection Act 2019, and the Payment and Settlement Systems Act 2007, among others.
03Acceptance of Terms
By registering an account, clicking any acceptance button, accessing any Platform feature, or submitting or receiving any information through the Platform, you confirm that you have read, understood, and unconditionally agree to be bound by this Agreement.
If you are accepting on behalf of a corporate entity, you represent that you have full legal authority to bind that entity.
The Company may amend this Agreement at any time. Amendments will be notified via the Platform or by email. Continued use following thirty (30) days’ notice constitutes acceptance of the revised Agreement.
If you do not accept any amendment, you must cease using the Platform and notify the Company in writing within the notice period.
04Platform Classification — Technology Intermediary
The Platform is a technology-only intermediary and an ‘intermediary’ within the meaning of Section 2(1)(w) of the IT Act, 2000.
The Platform enables Medical Centres to onboard and manage Doctors; enables Patients to discover and book Appointments; and provides tools for Doctors to record Clinical Data.
THE COMPANY DOES NOT PROVIDE, SUPERVISE, ENDORSE, OR BEAR RESPONSIBILITY FOR ANY HEALTHCARE SERVICES. ALL CLINICAL DECISIONS, DIAGNOSES, PRESCRIPTIONS, AND TREATMENT PLANS ARE THE SOLE PROFESSIONAL RESPONSIBILITY OF THE TREATING DOCTOR AND/OR MEDICAL CENTRE.
The Company does not verify the accuracy or clinical appropriateness of any Clinical Data entered by Doctors.
If you are experiencing a medical emergency, contact local emergency services immediately. Do not rely on this Platform for urgent medical situations.
05Commission Model and Payment Terms
The Platform operates on a flat-fee commission-per-appointment model. Upon successful completion of each Appointment, the Medical Centre pays a fixed Commission to the Company (currently INR 10 to INR 15 per Appointment as specified in the applicable Commercial Schedule).
Payment processing is handled by Cashfree Payments India Private Limited. The Patient pays the full Appointment Fee at booking; the Commission is deducted by the Company; the net Appointment Fee is settled to the Medical Centre within two (2) to three (3) working days of the Doctor marking the Appointment as completed.
An appointment is considered “successfully completed” when the doctor marks the appointment as completed.
Where an Appointment is cancelled by a Doctor or Medical Centre after the Patient has paid, or where the Appointment is cancelled by the Patient before the scheduled start time, a full refund shall be issued to the Patient. No Commission shall be payable on such cancellations..
The Commission may be revised by the Company at any point of time.
Disputed Commissions must be notified in writing within seven (7) days of the relevant settlement. The Company’s decision on Commission disputes, after good-faith review, is final and binding.
The Company issues GST-compliant tax invoices for all Commissions earned.
06User Accounts and Access Controls
Three categories of access exist: Medical Centre Login (administrative access), Doctor Login (clinical access), and Patient Login (booking and health records access).
Each user is solely responsible for the security and confidentiality of their login credentials and all activity conducted under their account.
Notify the Company immediately at admin@medeorapp.com upon discovery of any unauthorised access, suspected breach, or compromise of credentials.
The Company reserves the right to suspend, restrict, or permanently terminate any account without prior notice where it has reasonable grounds to believe the account has been compromised, the user has breached this Agreement, or continued access poses a risk.
Account credentials are non-transferable. Sharing, selling, or disclosing login credentials to any third party is a material breach of this Agreement.
07Data and Intellectual Property
All intellectual property in the Platform — source code, algorithms, databases, UI designs, brand names, and trade marks — is the exclusive property of the Company. No right or title is transferred to any user.
Users are granted a limited, non-exclusive, non-sublicensable, non-transferable, revocable licence to use the Platform solely for its intended purpose.
Clinical Data and personal data remain the property of the respective users, subject to the data licence granted for Platform operations.
The Company may use fully anonymised, aggregated, and de-identified data for analytics, product improvement, research, and commercial purposes without compensation to users.
Any feedback or suggestions submitted to the Company are assigned to the Company without restriction or compensation.
08Prohibited Conduct
Clinical: Prescribing medication without a valid doctor-patient relationship; prescribing Schedule H, H1, X drugs or controlled substances in violation of the Drugs and Cosmetics Act or TPG; entering false or fabricated clinical records; conducting teleconsultations for conditions requiring mandatory in-person examination.
Technical: Attempting to reverse-engineer or extract source code; using bots or crawlers to scrape Platform data; conducting security or penetration testing without prior written Company authorisation; uploading malicious code.
Eligibility & Licensing: Doctors and medical centers must hold valid and current licenses/registrations as required under applicable laws. Use of the Platform without such valid credentials is strictly prohibited.
Commercial: Soliciting Patients or Doctors for off-platform transactions to circumvent Commission obligations; engaging in fee-splitting or kickback arrangements; reselling or sublicensing Platform access without written consent.
Violations entitle the Company to immediately terminate access, pursue civil legal action, and/or refer the matter to regulatory or law enforcement authorities.
09Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY HAS NO LIABILITY FOR: any indirect, incidental, or consequential damages including loss of profits or data; any adverse clinical outcome, medical negligence, incorrect diagnosis or prescription; any failure of a Doctor or Medical Centre to honour a booked Appointment; any unauthorised access to or loss of Clinical Data except where directly caused by the Company’s gross negligence or wilful misconduct.
Where liability cannot be fully excluded, the Company’s aggregate liability to any single user shall not exceed the greater of: (a) total Commission paid in respect of that user’s Appointments in the three (3) preceding calendar months; or (b) INR Ten Thousand (Rs. 10,000).
The Company is not liable for Force Majeure events including acts of God, government actions, power failures, internet disruptions, cyberattacks, pandemics, or natural disasters.
10Indemnification
Each user agrees to indemnify, defend (at the Company’s election), and hold harmless the Company and its directors, officers, and employees from all claims, liabilities, damages, fines, and costs (including legal fees) arising from: any breach of this Agreement or Applicable Laws; any Healthcare Services provided by the user; any Content uploaded or transmitted; any data breach caused by the user’s acts or omissions; any misrepresentation of credentials or authority; any off-platform transaction in circumvention of the Commission model.
The Company reserves the right to assume exclusive control of any matter subject to indemnification.
11Term, Termination, and Survival
This Agreement is effective from the date of first account registration and continues until terminated.
The Company may terminate any account immediately and without notice upon: material breach of this Agreement; violation of Applicable Laws; loss of required licensure; insolvency; or any act posing a risk to the Platform or users.
Users may terminate their accounts by written notice to the Company. Termination does not relieve users of accrued payment obligations.
Clauses on data, intellectual property, limitation of liability, indemnification, termination, and dispute resolution survive termination of this Agreement.
12Governing Law and Dispute Resolution
This Agreement is governed by the laws of India.
Disputes follow a three-step process: (1) Good-faith negotiation for 15 days; (2) Mediation under the Mediation Act, 2023 for 30 days; (3) Binding arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by the Company, with seat at Bengaluru, Karnataka, India.
The Company may seek urgent injunctive or equitable relief from any court of competent jurisdiction without exhausting the above procedure.
For matters not subject to arbitration, the courts at Bengaluru, Karnataka, India have exclusive jurisdiction. The Company's registered address in Kerala does not confer concurrent jurisdiction on Kerala courts for the purposes of this Agreement.
The UNCITRAL Arbitration Rules are expressly excluded.
Legal notices to the Company must be sent by email to admin@medeorapp.com.
13Self-Hosted Data — Security Obligations and Acknowledgments
All Clinical Data, personal data, and other User Content uploaded to the Platform is stored on Microsoft Azure cloud infrastructure . Application secrets and cryptographic keys are stored exclusively in Microsoft Azure Key Vault — no sensitive credentials are hardcoded in application code or configuration files.
By uploading any Content to the Platform, each User: (a) warrants they hold all necessary rights and permissions to upload such Content; (b) grants the Company a non-exclusive, royalty-free licence to store, process, and display such Content solely for the purpose of operating the Platform; (c) acknowledges that the Company may be required to disclose Content to law enforcement or regulatory authorities under Applicable Laws.
In the event of a personal data breach affecting Company Servers, the Company shall comply with its notification obligations under the DPDPA and SPDI Rules, including notification to the Data Protection Board of India within the prescribed period. The Company's liability for data breaches is limited as set out in the Limitation of Liability clause.
Users must not upload to the Platform any Content that: (a) contains personal or health data of third parties for whom the User has no lawful authority; (b) is false, fabricated, or fraudulent; (c) contains malicious code; or (d) violates any applicable data protection obligation.
Notwithstanding the security measures described above, no cloud environment is entirely impervious to cyberattack. The Company does not guarantee absolute security against all threats and shall not be liable for security incidents originating from Microsoft Azure's own infrastructure beyond the Company's reasonable control.
14Force Majeure
The Company shall not be liable for any delay or failure in performance resulting from circumstances beyond its reasonable control, including but not limited to: acts of God, acts of government or regulatory authority, civil disturbance, war, power failures, internet or telecommunications service disruptions, cyberattacks, ransomware incidents, pandemics, epidemics, or natural disasters ('Force Majeure Event').
The Company will use reasonable efforts to restore Platform services promptly following a Force Majeure Event and will notify Users of extended outages where reasonably practicable.
No Force Majeure Event shall relieve any User of their obligation to pay Commission or any other accrued monetary obligation to the Company.
15Disclaimers — Platform Provided As Is
THE PLATFORM IS PROVIDED ON AN 'AS IS' AND 'AS AVAILABLE' BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.
The Company does not warrant that the Platform will be continuously available, error-free, virus-free, or secure. The Company does not review or endorse any Clinical Data entered by Doctors.
Nothing on the Platform constitutes medical advice. Patients must seek independent medical consultation before acting on any information obtained through the Platform.
The listing of any Doctor or Medical Centre on the Platform does not constitute a recommendation, endorsement, or guarantee by the Company of the quality, safety, competence, or appropriateness of their services.
16Severability
If any provision of this Agreement is found to be invalid, illegal, or unenforceable by any court, arbitrator, or competent authority, such provision shall be modified to the minimum extent necessary to make it enforceable while preserving its original intent.
All remaining provisions of this Agreement shall continue in full force and effect and shall not be affected by the invalidity or unenforceability of any single provision.
The parties shall negotiate in good faith to replace any invalid provision with a valid provision that, as closely as possible, achieves the same economic and legal effect.
17No Waiver
No failure or delay by the Company in exercising any right, power, or privilege under this Agreement shall operate as a waiver of that right, power, or privilege.
No single or partial exercise of any right by the Company shall preclude any further or other exercise of that or any other right.
All waivers by the Company must be in writing and signed by an authorised officer of the Company to be effective. Conduct, course of dealing, or oral statements shall not constitute a waiver of any right.
18Entire Agreement
This Agreement — comprising these Terms and Conditions together with the Privacy Policy, Platform Disclaimer, Acceptable Use Policy, Patient Consent Policy, and any applicable role-specific agreement (Doctor Terms or Medical Centre Terms) — constitutes the entire agreement between the parties with respect to the Platform.
This Agreement supersedes all prior negotiations, representations, warranties, understandings, and agreements, whether oral or written, between the parties relating to the Platform.
No representation, warranty, or undertaking not expressly set out in this Agreement shall have any legal effect. Users acknowledge they have not relied on any statement not expressly contained herein in deciding to use the Platform.
19Assignment
The Company may assign, novate, transfer, or sub-contract any or all of its rights and obligations under this Agreement without restriction and without requiring User consent, including in connection with a merger, acquisition, corporate restructuring, or sale of the business or assets.
Users may not assign, transfer, sub-licence, or otherwise dispose of any of their rights or obligations under this Agreement without the prior written consent of the Company.
Any purported assignment by a User without such consent shall be void and of no effect.
20No Partnership or Agency
Nothing in this Agreement creates, or shall be construed to create, any partnership, joint venture, agency, franchise, employment, or fiduciary relationship between any User (including any Doctor or Medical Centre) and the Company.
No User has any authority to make any representation or commitment, or to incur any liability, on behalf of the Company.
Doctors and Medical Centres operate as independent professionals and independent entities respectively. The Company is not the employer, principal, or partner of any Doctor or Medical Centre and accepts no vicarious liability for their acts, omissions, or clinical decisions.
21Language and Interpretation
This Agreement is drawn up in the English language. Any translation of this Agreement into any other language is provided for convenience only and shall have no legal effect.
In the event of any conflict or inconsistency between the English version and any translation, the English version shall prevail in all respects.
Contra Proferentem Excluded: This Agreement has been reviewed, negotiated, and agreed by the parties. No rule of construction requiring interpretation against the drafter shall apply to this Agreement or any of its provisions. Ambiguities shall not automatically be resolved against the Company.
22One Person Company — OPC Status
The Company is incorporated as a One Person Company (OPC) under the Companies Act, 2013 (CIN: U62091KL2026OPC102021). The Company's OPC status does not limit or affect its legal capacity to enter into, perform, or enforce this Agreement.
The sole member of the Company shall not be personally liable for the debts, liabilities, or obligations of the Company beyond the extent of their shareholding.
Users acknowledge the OPC structure of the Company and agree that any claim, dispute, or legal proceeding shall be directed against the Company as a distinct legal entity, and not against its sole member or any director in their personal capacity, except to the extent required by Applicable Laws.
23Notices
Legal notices to the Company must be sent by email to admin@medeorapp.com.
Notices to Users may be sent by the Company by email to the registered email address on record, by in-app notification, or by WhatsApp to the registered mobile number. Notices sent by email or in-app notification shall be deemed received at the time of sending, unless the Company receives a delivery failure notification.
Each User is responsible for keeping their registered contact details current on the Platform. The Company shall not be liable for failure to receive any notice where contact details are inaccurate or out of date.
For general support enquiries (not legal notices): admin@medeorapp.com. For grievances under the DPDPA and SPDI Rules: admin@medeorapp.com.
24Supplemental Terms
The Company may publish supplemental terms applicable to specific Platform features, commercial arrangements, or partnerships. Such supplemental terms are incorporated into this Agreement by reference.
In the event of conflict between these Terms and any supplemental terms, the supplemental terms shall prevail solely in respect of the specific feature or partnership to which they relate.
Users will be notified of supplemental terms through the Platform or by email and continued use of the relevant feature after notification constitutes acceptance.
25A1. Scope and Parties
This Part A sets out the service levels, obligations, and remedies applicable exclusively to registered Doctors ('Doctor', 'you') onboarded to the Medeor platform ('Platform') operated by MEDRIC DIGITAL (OPC) PRIVATE LIMITED ('Company'). This Agreement supplements and is subject to the overarching Terms and Conditions, Privacy Policy, and Acceptable Use Policy, all of which are incorporated herein by reference.
NOTE: This SLA does not create an employment relationship. Doctors are independent medical professionals solely responsible for all clinical decisions, diagnoses, prescriptions, and patient interactions.
26A2. Platform Availability Commitments
The Company commits to the following uptime targets for Platform infrastructure:
Monthly Uptime Target: 99.0% (excluding scheduled maintenance and Force Majeure events)
Scheduled Maintenance: Communicated at least 24 hours in advance via in-app notification or email
Emergency Maintenance: May occur without advance notice; Company will notify via email and WhatsApp within 2 hours of commencement
Notification Response: Appointment booking confirmations and patient notifications dispatched within 60 seconds of confirmation action under normal load
Support Response: Email queries to admin@medeorapp.com acknowledged within 2 business days; resolved within 7 business days
Data Availability: Clinical Data stored on Microsoft Azure (South India / Central India) with standard Azure durability guarantees
IMPORTANT: The Company does not guarantee uninterrupted availability. Downtime events attributable to Microsoft Azure infrastructure, telecommunications failures, cyberattacks, or Force Majeure events are expressly excluded from uptime calculations and carry no liability for the Company.
27A3. Doctor Obligations and Service Standards
A3.1 Licensing and Registration
Doctors must, at all times during their registration on the Platform, maintain: a valid, current, and unencumbered medical licence issued under the Indian Medical Council Act, 1956 or the applicable State Medical Council legislation; any specialisation or super-specialisation credentials represented on the Platform profile; compliance with the MCI (Professional Conduct, Etiquette and Ethics) Regulations, 2002; and all other registrations, licences, or certifications required by Applicable Laws to lawfully practise medicine in India.
Doctors must promptly notify the Company in writing at admin@medeorapp.com within 48 hours of any suspension, cancellation, condition, or investigation affecting their medical licence or registration.
WARNING: Failure to maintain valid licensure or to notify the Company of any adverse licensing event constitutes a material breach of this Agreement, entitling the Company to immediately suspend or terminate the Doctor's account without notice and without liability.
A3.2 Telemedicine and Clinical Standards
When providing consultations through the Platform (whether in-person at a Medical Centre or via permitted telemedicine modalities), Doctors must: comply with the Telemedicine Practice Guidelines, 2020 ('TPG') issued by the Board of Governors in supersession of the Medical Council of India, as amended from time to time; establish a bona fide doctor-patient relationship before issuing any prescription; refrain from prescribing Schedule X drugs or any narcotic or psychotropic substance via telemedicine consultations; prescribe Schedule H and H1 drugs only in strict compliance with the TPG and the Drugs and Cosmetics Act, 1940; not conduct consultations for conditions that mandatorily require physical examination under the TPG; maintain complete, accurate, and contemporaneous Clinical Data for all patient interactions; and issue prescriptions only on valid prescription stationery or digital equivalent as permitted under Applicable Laws.
A3.3 Appointment Conduct
Doctors agree to the following appointment conduct standards: commence each consultation session within 15 minutes of the scheduled slot start time; mark appointments as 'Completed' promptly upon conclusion of each consultation — this action triggers payment settlement and Commission deduction; not mark appointments as 'Completed' before the consultation has actually occurred; follow the token order displayed on the Platform and not arbitrarily re-sequence patients without clinical justification; use the 'Skip' function only where a patient is genuinely absent and resume them upon arrival; not cancel or reschedule appointments in a pattern that constitutes a material degradation of the patient experience; and ensure the 'Start' function is not activated more than 15 minutes before the scheduled slot time.
A3.4 Data Accuracy and Integrity
Doctors bear sole responsibility for the accuracy, completeness, and clinical appropriateness of all Clinical Data entered into the Platform, including prescriptions, diagnoses, lab test orders, medical histories, and clinical notes. The Company does not review, validate, or endorse any Clinical Data. Entry of false, fabricated, or fraudulent Clinical Data constitutes a material breach of this Agreement and may be reported to relevant regulatory and law enforcement authorities.
28A4. Payment and Commission — Doctors
Doctors acknowledge and agree that: the Appointment Fee is set by the Medical Centre with which the Doctor is associated on the Platform; online payments from Patients are processed by Cashfree Payments India Private Limited and credited to the associated Medical Centre's account (not directly to the Doctor); the Company deducts a flat Commission (currently INR 10 to INR 15 per completed Appointment) from the Medical Centre, not from the Doctor directly; any financial arrangements between the Doctor and the Medical Centre regarding remuneration are entirely a matter for those parties and are outside the scope of this Agreement; no fee-splitting arrangements that violate the MCI Ethics Code or Applicable Laws are permitted; and pay-at-clinic appointments are settled directly between the Patient and the Medical Centre — the Company has no liability for such collections.
29A5. Suspension, Restriction, and Termination — Doctors
The Company reserves the absolute right to suspend, restrict, or terminate a Doctor's access to the Platform, with immediate effect and without prior notice, in any of the following circumstances: loss, suspension, or adverse condition on the Doctor's medical licence or registration; material breach of this Agreement, the Terms and Conditions, or any Applicable Laws; fraudulent, false, or fabricated Clinical Data; violation of the TPG or MCI Ethics Code; a complaint, regulatory inquiry, or court order implicating the Doctor's fitness to practise; any conduct that, in the Company's sole and reasonable assessment, poses a risk to patient safety, Platform integrity, or the Company's reputation; failure to maintain valid licensure; or non-compliance with a direction issued by the Company under this Agreement.
NOTE: The Company's decision on suspension or termination is final. Doctors wishing to contest a termination decision must follow the Dispute Resolution procedure set out in the overarching Terms and Conditions.
30A6. Limitation of Liability — Doctors
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY'S AGGREGATE LIABILITY TO ANY DOCTOR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL COMMISSION PAID IN RESPECT OF THAT DOCTOR'S APPOINTMENTS IN THE THREE (3) PRECEDING CALENDAR MONTHS; OR (B) INR TEN THOUSAND (INR 10,000). THE COMPANY IS NOT LIABLE FOR ANY CLINICAL OUTCOME, MEDICAL NEGLIGENCE CLAIM, OR REGULATORY SANCTION ARISING FROM THE DOCTOR'S PROFESSIONAL PRACTICE.
31A7. Indemnification — Doctors
Each Doctor agrees to indemnify, defend, and hold harmless the Company, its directors, officers, employees, and agents from and against all claims, liabilities, damages, losses, fines, penalties, and legal costs (including reasonable attorney fees) arising from or related to: any Healthcare Services provided or omitted by the Doctor; any breach of this Agreement, the Terms and Conditions, or Applicable Laws; any incorrect, false, or fraudulent Clinical Data entered by the Doctor; any claim by a Patient, regulatory authority, or third party in respect of the Doctor's professional conduct; any prescription issued in violation of the TPG, Drugs and Cosmetics Act, or MCI Ethics Code; and any off-platform transaction conducted in circumvention of the Platform's Commission model.
32B1. Scope and Parties
This Part B sets out the service levels, obligations, and remedies applicable exclusively to registered Medical Centres ('Medical Centre', 'you') onboarded to the Medeor platform ('Platform') operated by MEDRIC DIGITAL (OPC) PRIVATE LIMITED ('Company'). This Agreement supplements and is subject to the overarching Terms and Conditions, Privacy Policy, and Acceptable Use Policy, all of which are incorporated herein by reference.
NOTE: Medical Centres are independent healthcare establishments. The Company does not supervise, direct, or bear any responsibility for the clinical services provided by Medical Centres or the Doctors associated through the Platform.
33B2. Platform Availability Commitments
The Company commits to the following uptime targets for the Medical Centre administrative interface:
Monthly Uptime Target: 99.0% (excluding scheduled maintenance and Force Majeure events)
Scheduled Maintenance: At least 24 hours advance notice via in-app notification or email to the registered administrator
Emergency Maintenance: Notification within 2 hours of commencement via email and WhatsApp to registered contact
Appointment Settlement: Net Appointment Fee (after Commission deduction) settled within 2-3 working days of Doctor marking appointment 'Completed'
Payment Processing: Handled exclusively by Cashfree Payments India Pvt. Ltd.; subject to Cashfree's availability and settlement timelines
Support Response: Email queries to admin@medeorapp.com acknowledged within 2 business days; resolved within 7 business days
Commission Dispute Window: Disputes must be raised in writing within 7 calendar days of the relevant settlement statement
Tax Invoice Issuance: GST-compliant invoice issued per billing cycle for all Commissions earned
WARNING: Settlement timelines are targets, not guarantees. Delays attributable to Cashfree Payments, banking systems, RBI directives, or regulatory holds are outside the Company's control and shall not constitute a breach of this Agreement.
34B3. Medical Centre Obligations
B3.1 Licensing, Registration, and Eligibility
Medical Centres must, at all times during their registration on the Platform, maintain: valid registration or recognition under the Clinical Establishments (Registration and Regulation) Act, 2010, and all applicable state clinical establishment rules; all licences, permits, and approvals required by state health authorities, local bodies, and any other competent authority for lawful operation of the clinical establishment; compliance with the Consumer Protection Act, 2019, including establishment of an appropriate internal grievance redressal mechanism; valid GST registration where applicable; and any other statutory registration, certification, or accreditation required under Applicable Laws.
Medical Centres must notify the Company in writing at admin@medeorapp.com within 48 hours of any adverse licensing event, including suspension, cancellation, Show Cause Notice, or regulatory inquiry affecting the establishment's authorisation to operate.
WARNING: Operating the Platform while lacking required registrations or licences constitutes a material breach of this Agreement and may expose the Medical Centre to regulatory sanction. The Company shall not bear any liability for such non-compliance.
B3.2 Doctor Onboarding Obligations
Medical Centres bear sole responsibility for: verifying the identity, credentials, current medical registration, and specialisation of each Doctor prior to submitting an onboarding request on the Platform; ensuring that slot configurations and appointment pricing submitted on the Platform accurately reflect the approved and agreed arrangements with each Doctor; not onboarding any individual who is not a qualified and duly registered medical practitioner; promptly removing any Doctor from the Platform (by selecting 'Decline') whose association is terminated or whose licence is revoked or suspended; and ensuring that Doctor associations comply with all applicable fee-splitting prohibitions under the MCI Ethics Code and Applicable Laws.
B3.3 Patient Booking and Offline Appointments
Medical Centres that book appointments on behalf of Patients (offline bookings) must: obtain prior verbal or written consent from the Patient before making the booking; accurately record the Patient's details on the Platform; collect payment (where applicable) directly from the Patient and maintain records thereof; not use the offline booking function to circumvent online payment obligations or the Commission model; and not manipulate the appointment status (including marking appointments as 'Completed' prematurely) to affect Commission calculations or settlement amounts.
B3.4 Commission Payment Obligations
Medical Centres acknowledge and unconditionally agree that: a flat Commission (currently INR 10 to INR 15 per successfully completed Appointment, as specified in the applicable Commercial Schedule) is payable to the Company for each Appointment marked 'Completed' by a Doctor; the Commission is deducted by the Company before settlement of the net Appointment Fee to the Medical Centre; the Commission rate may be revised by the Company at any time upon written notice — continued use of the Platform after the notice period constitutes acceptance of the revised rate; no Commission is payable on Appointments cancelled by the Doctor, Medical Centre, or Patient (with full refund to Patient) prior to the scheduled start time; disputed Commissions must be notified in writing within 7 calendar days of the relevant settlement — the Company's decision after good-faith review is final and binding; the Medical Centre shall not engage in any conduct designed to circumvent, reduce, or avoid its Commission obligations, including encouraging off-platform transactions; and the Company is entitled to set off any overdue Commission or amounts owed by the Medical Centre against settlement payments.
B3.5 Bank Account and Payment Details
Medical Centres are solely responsible for: providing accurate and current bank account details for settlement purposes; notifying the Company promptly of any change in bank account details — a minimum of 5 working days' advance notice is required; ensuring the bank account is in the name of the registered Medical Centre entity; and any loss arising from incorrect bank details provided to the Company. The Company shall not be liable for failed or misdirected settlements where the Medical Centre has provided inaccurate information.
B3.6 Data Obligations
Medical Centres must: ensure that all Content uploaded or submitted through the Platform (including Patient details and appointment records) is accurate, lawful, and not fabricated; not upload Personal Data of third parties for whom the Medical Centre has no lawful authority or Patient consent; comply with all applicable data protection obligations under the DPDPA 2023 and SPDI Rules 2011 in respect of Patient data collected at the establishment; and implement reasonable physical and procedural security measures at the establishment to prevent unauthorised access to the Platform.
35B4. Service Credits and Remedies
The Company may, at its sole discretion, offer service credits in the following limited circumstances:
Sustained Downtime: If the Platform is unavailable for a continuous period exceeding 72 hours due to causes within the Company's reasonable control, the Company may credit one month's worth of Commission on the affected Medical Centre's account — this is the Medical Centre's sole remedy for downtime.
Settlement Delay: If settlement is delayed beyond 5 working days due to causes solely within the Company's control (excluding Cashfree/banking delays), the Company may credit interest at the SBI MCLR rate for the delay period — this is the Medical Centre's sole remedy for payment delay.
Exclusions: No service credit is available for Force Majeure events, Cashfree/banking failures, errors caused by the Medical Centre, or maintenance windows communicated in advance.
Maximum Credit: Aggregate service credits in any calendar month shall not exceed INR 5,000 or one month's Commission, whichever is lower.
SERVICE CREDITS CONSTITUTE THE MEDICAL CENTRE'S SOLE AND EXCLUSIVE REMEDY FOR ANY SERVICE LEVEL FAILURE. THE COMPANY'S AGGREGATE LIABILITY SHALL IN NO EVENT EXCEED THE AMOUNTS SET OUT IN THE LIMITATION OF LIABILITY CLAUSE IN THE OVERARCHING TERMS AND CONDITIONS.
36B5. Suspension, Restriction, and Termination — Medical Centres
The Company reserves the absolute right to suspend, restrict, or terminate a Medical Centre's access to the Platform, with immediate effect and without prior notice, in any of the following circumstances: loss, suspension, or adverse regulatory action on any required licence or registration; material breach of this Agreement, the Terms and Conditions, or Applicable Laws; non-payment or manipulation of Commission obligations; onboarding of unqualified or unlicensed practitioners; fraudulent, fabricated, or manipulated appointment or payment records; any conduct that poses a risk to patient safety, Platform integrity, or the Company's reputation; insolvency, winding-up proceedings, or appointment of a receiver or administrator; any regulatory investigation or court order materially affecting the Medical Centre's operations; or non-compliance with a direction issued by the Company under this Agreement.
NOTE: Upon termination, all accrued but unpaid Commissions remain immediately due and payable. The Company may withhold and set off pending settlement amounts against any amounts owed by the Medical Centre.
37B6. Limitation of Liability — Medical Centres
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY'S AGGREGATE LIABILITY TO ANY MEDICAL CENTRE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) TOTAL COMMISSION PAID BY THE MEDICAL CENTRE IN THE THREE (3) PRECEDING CALENDAR MONTHS; OR (B) INR TEN THOUSAND (INR 10,000). IN NO EVENT SHALL THE COMPANY BE LIABLE FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF REVENUE, LOSS OF PATIENTS, OR REPUTATIONAL LOSS.
38B7. Indemnification — Medical Centres
Each Medical Centre agrees to indemnify, defend, and hold harmless the Company, its directors, officers, employees, and agents from and against all claims, liabilities, damages, losses, fines, penalties, and legal costs (including reasonable attorney fees) arising from or related to: any Healthcare Services provided or omitted at the Medical Centre; any breach of this Agreement, the Terms and Conditions, or Applicable Laws; onboarding of unqualified, unlicensed, or improperly credentialed Doctors; any manipulation of appointment records, payment records, or Commission calculations; any claim by a Patient, Doctor, regulatory authority, or third party in respect of the Medical Centre's operations; any data breach caused by the Medical Centre's acts or omissions; and any off-platform transaction conducted in circumvention of the Platform's Commission model.
39C1. SLA Review and Amendment
The Company reserves the right to revise this SLA at any time. Revisions will be notified via the Platform or by email to the registered contact address. Continued use of the Platform following thirty (30) days of notification constitutes acceptance of the revised SLA.
If a Doctor or Medical Centre does not accept the revised SLA, they must cease using the Platform and notify the Company in writing within the notice period.
40C2. Measurement and Reporting
Uptime and availability metrics are measured by the Company's internal monitoring systems. The Company's measurements shall be conclusive absent manifest error.
The Company is not obligated to publish real-time status dashboards but will communicate material service disruptions through available channels.
41C3. Escalation Procedure
Service issues should be escalated in the following order:
Step 1 — Initial query: email admin@medeorapp.com with full details of the issue, including date, time, affected functionality, and any error messages.
Step 2 — If unresolved within 7 business days: escalate by resubmitting with subject line marked 'ESCALATION — [Original Query Reference]'.
Step 3 — If unresolved within a further 7 business days: initiate the formal Dispute Resolution procedure under the overarching Terms and Conditions (good-faith negotiation → mediation → arbitration).
NOTE: The escalation procedure must be followed before any formal dispute resolution step is commenced. Failure to follow the escalation procedure may be raised by the Company in any subsequent arbitration or legal proceeding.
42C4. Force Majeure
No SLA commitment applies during, and the Company shall not be in breach for any failure caused by, a Force Majeure Event as defined in the overarching Terms and Conditions, including but not limited to acts of God, government actions, Microsoft Azure infrastructure failures beyond the Company's reasonable control, cyberattacks, pandemics, or telecommunications failures.
43C5. Entire SLA Agreement
This SLA, together with the Terms and Conditions, Privacy Policy, Acceptable Use Policy, and applicable role-specific agreement, constitutes the entire agreement between the parties in respect of service levels and supersedes all prior representations, warranties, or understandings relating thereto.
No oral representation, brochure, marketing material, or prior agreement modifies this SLA unless expressly incorporated in writing by an authorised officer of the Company.
44C6. Governing Law and Disputes
This SLA is governed by the laws of India. Any dispute arising out of this SLA that cannot be resolved through the escalation procedure shall be resolved exclusively by binding arbitration seated at Bengaluru, Karnataka, India, in accordance with the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by the Company.
The courts at Bengaluru, Karnataka, India shall have exclusive jurisdiction over matters not subject to arbitration.
45C7. Notices
All notices under this SLA must be sent by email to admin@medeorapp.com (for notices to the Company) or to the registered email address of the Doctor or Medical Centre (for notices to the user).
Email notices are deemed received at the time of transmission unless a delivery failure notification is received.
NOTE: Acceptance of this SLA is effected upon account activation or by clicking any acceptance button on the Platform. No wet-ink signature is required for electronic acceptance to be legally binding under the Information Technology Act, 2000.