Terms & Conditions

By registering for, accessing, or using the MediFlow HMS platform ("Service"), you ("Customer", "you", or "your") agree to be bound by these Terms and Conditions ("Terms"). If you are accepting these Terms on behalf of a company, hospital, or other legal entity, you represent that you have the authority to bind that entity to these Terms. If you do not agree, you must not access or use the Service. These Terms apply to all users of the Service, including Hospital Administrators, clinical staff, and any other individuals granted access under your organisation's account.

MediFlow HMS is a cloud-based, multi-tenant Hospital Management System ("HMS") that provides modules for outpatient department (OPD) management, patient registration and records, ward and bed management, laboratory order and result management, pharmacy stock and dispensing, appointment notifications, billing, and analytics reporting ("Modules"). The Service is provided on a software-as-a-service (SaaS) basis. MediFlow Technologies Ltd. reserves the right to modify, suspend, or discontinue any feature of the Service at any time with reasonable notice.

3.1 Registration. To use the Service, you must register and create an Organisation account by providing accurate and complete information including your hospital name, a unique URL slug, a short patient-ID code, and a designated Hospital Administrator account. 3.2 Account Security. You are responsible for maintaining the confidentiality of all login credentials associated with your account. You must notify us immediately at hello@medifl.com if you suspect any unauthorised access. MediFlow Technologies Ltd. is not liable for any loss resulting from your failure to safeguard your credentials. 3.3 Accurate Information. You agree to keep all account and organisation information current and accurate. You must not register under a false name, impersonate another entity, or provide misleading hospital registration details. 3.4 Staff Accounts. As Hospital Administrator, you are responsible for all actions taken by staff accounts you create or authorise within your organisation. You must promptly deactivate accounts for staff who no longer require access.

4.1 Plan Tiers. The Service is offered under the following subscription tiers: • Starter — $49/month ($39/month billed annually): 1 branch, up to 10 staff • Professional — $149/month ($119/month billed annually): up to 5 branches, up to 50 staff • Enterprise — $299/month ($239/month billed annually): up to 25 branches, unlimited staff • Enterprise Plus — $999/month ($799/month billed annually): unlimited branches and staff, dedicated account management 4.2 Free Trial. All new accounts receive a 14-day free trial with no credit card required. At the end of the trial period, continued use of the Service requires a valid paid subscription. 4.3 Billing & Recurring Payments. Subscription fees are billed in advance on a monthly or annual basis through our payment processor, Skrill. By subscribing, you authorise Skrill to charge your selected payment method automatically at each renewal period. Recurring billing is set up at the time of checkout per your selected plan and cycle. 4.4 Payment Failure. If a payment fails, your subscription will be suspended. You have 7 days to resolve the payment issue before your account is subject to cancellation. Access to clinical data is preserved during the grace period. 4.5 Cancellation. You may cancel your subscription at any time through your Skrill account to stop future recurring charges. Cancellation takes effect at the end of the current billing period. No refunds are issued for the remainder of a paid period. 4.6 Plan Changes. You may upgrade or downgrade your plan at any time from within your dashboard. Upgrades take effect immediately and are prorated. Downgrades take effect at the start of the next billing cycle. If you downgrade to a plan with lower limits, branches or staff accounts exceeding the new plan limits will not be deleted but will be locked until you upgrade again or remove the excess. 4.7 Price Changes. MediFlow Technologies Ltd. reserves the right to modify subscription pricing. You will receive at least 30 days' notice of any price change. Continued use of the Service after the effective date constitutes acceptance of the new pricing.

5.1 Your Data. All patient records, clinical data, and organisational data you input into the Service ("Customer Data") remain your property at all times. MediFlow Technologies Ltd. does not claim any ownership over Customer Data. 5.2 Data Processing. By using the Service, you appoint MediFlow Technologies Ltd. as a data processor acting on your instructions. You are the data controller for all personal and health data belonging to your patients and staff. You are solely responsible for ensuring your use of the Service complies with applicable data protection laws, including but not limited to GDPR, HIPAA, and local health data regulations. 5.3 HIPAA Readiness. The Service is designed to support HIPAA-compliant workflows. All data is encrypted at rest (AES-256) and in transit (TLS 1.2+). Comprehensive audit logs are maintained for all data access and modifications. However, MediFlow Technologies Ltd. does not execute a HIPAA Business Associate Agreement (BAA) automatically; organisations subject to HIPAA must request a BAA by contacting hello@medifl.com. 5.4 Data Retention. Upon cancellation or termination, your Customer Data is retained for 90 days during which you may request an export. After 90 days, data is permanently and securely deleted from all systems. 5.5 Subprocessors. MediFlow Technologies Ltd. may engage third-party subprocessors (e.g., cloud hosting, SMS providers, email services) to deliver the Service. An up-to-date list of subprocessors is available upon request. 5.6 Privacy Policy. Our collection and use of personal data is further described in our Privacy Policy, which is incorporated into these Terms by reference.

You agree not to use the Service to: (a) Upload, store, or transmit any data that is unlawful, harmful, defamatory, or violates the rights of any third party; (b) Access or attempt to access accounts, systems, or data belonging to other organisations; (c) Interfere with or disrupt the integrity, performance, or availability of the Service or its underlying infrastructure; (d) Reverse engineer, decompile, or attempt to derive the source code of any component of the Service; (e) Use the Service for any purpose other than legitimate healthcare management operations; (f) Resell, sublicense, or otherwise make the Service available to third parties without the prior written consent of MediFlow Technologies Ltd.; (g) Remove or obscure any proprietary notices, branding, or watermarks within the Service. Violation of this section may result in immediate suspension or termination of your account.

7.1 Our IP. The Service, including all software, algorithms, user interfaces, documentation, trademarks, and logos, is and remains the exclusive property of MediFlow Technologies Ltd. and its licensors. These Terms do not grant you any rights to our intellectual property except for the limited licence to use the Service as expressly set out herein. 7.2 Licence to Use. Subject to your compliance with these Terms and timely payment of applicable fees, MediFlow Technologies Ltd. grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service solely for your internal healthcare management operations during the subscription term. 7.3 Feedback. If you provide feedback, suggestions, or ideas regarding the Service, you grant MediFlow Technologies Ltd. a perpetual, irrevocable, royalty-free licence to use such feedback for any purpose without compensation to you.

Each party agrees to keep the other party's Confidential Information strictly confidential and not to disclose it to any third party without prior written consent, except as required by law. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. MediFlow Technologies Ltd.'s Confidential Information includes, without limitation, system architecture, pricing models, roadmap details, and security configurations. Your Confidential Information includes your Customer Data and business operations. This obligation survives termination of these Terms for a period of 3 years.

9.1 Uptime. MediFlow Technologies Ltd. targets 99.5% monthly uptime for the Service, excluding scheduled maintenance windows. Enterprise and Enterprise Plus plans include a 99.9% uptime SLA with defined remedies for downtime. 9.2 Scheduled Maintenance. Planned maintenance will be announced at least 48 hours in advance and will be scheduled outside peak hours where possible. 9.3 Support. Support is available as follows: • Starter: Email support, 2 business day response • Professional: Priority email support, 1 business day response • Enterprise: Phone + email support, 4-hour response during business hours • Enterprise Plus: Dedicated phone + email support, 1-hour response, private Slack channel 9.4 No Guarantee. The Service is provided "as is" and "as available". While MediFlow Technologies Ltd. takes reasonable measures to ensure reliability, we do not guarantee that the Service will be uninterrupted, error-free, or free from data loss.

10.1 Exclusion of Consequential Damages. To the maximum extent permitted by applicable law, MediFlow Technologies Ltd. shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, loss of business, or clinical harm, arising from your use of or inability to use the Service, even if advised of the possibility of such damages. 10.2 Cap on Liability. MediFlow Technologies Ltd.'s total aggregate liability to you for any claims arising under or in connection with these Terms shall not exceed the total fees paid by you to MediFlow Technologies Ltd. in the 3 months immediately preceding the event giving rise to the claim. 10.3 Clinical Decisions. The Service is a management and workflow tool. It does not provide clinical advice and is not a substitute for professional medical judgment. MediFlow Technologies Ltd. is not liable for any clinical decisions made by healthcare professionals using data within the Service. 10.4 Essential Basis. The limitations in this section reflect a reasonable allocation of risk and are an essential basis of the bargain between the parties. MediFlow Technologies Ltd. would not provide the Service on these terms without such limitations.

You agree to indemnify, defend, and hold harmless MediFlow Technologies Ltd., its directors, officers, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your use of the Service in violation of these Terms; (b) your Customer Data, including any claim that your Customer Data infringes the rights of a third party; (c) your violation of any applicable law or regulation; or (d) any negligent or wrongful acts or omissions by you or your staff.

12.1 By You. You may terminate your account at any time by cancelling your subscription and contacting hello@medifl.com. Termination does not entitle you to a refund of any prepaid fees. 12.2 By Us. MediFlow Technologies Ltd. may suspend or terminate your access immediately and without notice if: (a) you breach any material provision of these Terms; (b) your payment is overdue by more than 7 days after the grace period; (c) you engage in any fraudulent or illegal activity using the Service; or (d) we are required to do so by law. 12.3 Effect of Termination. Upon termination, your licence to use the Service ends immediately. Your Customer Data will be retained for 90 days in accordance with Section 5.4, after which it will be permanently deleted.

These Terms are governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles. Any dispute arising out of or in connection with these Terms shall first be attempted to be resolved through good-faith negotiation. If unresolved within 30 days, the dispute shall be submitted to binding arbitration under the rules of the London Court of International Arbitration (LCIA). Nothing in this section prevents either party from seeking emergency injunctive relief from a court of competent jurisdiction.

MediFlow Technologies Ltd. may update these Terms from time to time. We will notify you of material changes by email and by posting a notice within the Service at least 14 days before the changes take effect. Your continued use of the Service after the effective date of the revised Terms constitutes your acceptance of those changes. If you do not agree to the revised Terms, you must stop using the Service and cancel your subscription before the effective date.

15.1 Entire Agreement. These Terms, together with the Privacy Policy and any executed Order Forms or BAAs, constitute the entire agreement between you and MediFlow Technologies Ltd. with respect to the Service, and supersede all prior agreements, representations, and understandings. 15.2 Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect. 15.3 Waiver. The failure of MediFlow Technologies Ltd. to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. 15.4 Assignment. You may not assign or transfer these Terms or any rights hereunder without our prior written consent. MediFlow Technologies Ltd. may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets. 15.5 Force Majeure. Neither party shall be liable for any failure or delay in performance due to causes beyond their reasonable control, including natural disasters, acts of government, internet outages, or pandemics. 15.6 Contact. For questions about these Terms, please contact us at hello@medifl.com or write to: MediFlow Technologies Ltd., Legal Department.