MyHospital: A New Era in Healthcare

Prefatory

E-conomy, Inc. doing business under the names and styles of “MyHospital”, “My E-Hospital”, “EHospital”, and “My E-Doctor” is a private corporate entity duly licensed to operate an internet-based telehealth and telemedicine services portal known as “MyHospital” that is designed to offer virtual clinic and other value added services including the capacity to arrange and coordinate the general health queries of the portal’s users with duly licensed and skilled user PHYSICIANs who in turn have the requisite expertise to answer and/or diagnose user patient medical queries and dispense prescription drugs and medicines, laboratory requests, and first aid advice through partner laboratories, diagnostic clinics, hospitals and pharmacies.

MyHospital is neither engaged in the practice of medicine nor is it a provider of health care and/or medical services.

The USER is under or is in need of medical care and treatment, and requires the customized services of an internet-based telehealth and telemedicine services provider that has the capacity to arrange, coordinate, and provide access and/or scheduled appointments to PHYSICIANs who can answer and/or diagnose general health queries, dispense prescriptions, laboratory requests, and first aid advice in an efficient, orderly, and safe manner.

The USER has agreed to avail the services offered by MyHospital and MyHospital has agreed to provide the services to the USER.

By using the MyHospital portal, the USER unconditionally agrees to these terms and conditions which shall constitute as his Agreement with MyHospital, to wit:

1. MYHOSPITAL’S OBLIGATIONS AND REPRESENTATIONS

1. MyHospital shall provide the USER access to its internet portal as well as to the services available therein depending on the subscription package acquired by the latter. The various subscription packages, its inclusive services, and prices are stated herein.
2. MyHospital shall employ and utilize existing and commercially available internet connectivity service for both fixed broadband and mobile internet capability to allow the USER access to the former’s internet portal at any given time with the exceptions of:
   1. scheduled offline periods for maintenance activities with proper notice given at least forty-eight (48) hours before the scheduled offline period; and
   2. causes beyond the control of the MyHospital such as but not limited to internet service provider failure and/or delay, fortuitous events such as “acts of god” including natural occurrences, floods, typhoons, storms, earthquakes or other cataclysmic events, and/or “acts of man” including riots, strikes, wars, civil unrest, governmental prohibitions, quarantines, robbery, theft and the like.
3. MyHospital shall provide the USER with access and/or an appointment to a partner Physician who is qualified and duly licensed to practice medicine in the Philippines, and can answer and/or diagnose patient user general health medical queries and dispense prescription drugs and medicines, laboratory requests, and first aid advice through partner laboratories, diagnostic clinics, hospitals and pharmacies.
4. MyHospital shall strictly comply with the confidentiality provisions of this Agreement as stated in paragraph 4 hereof.

2. USER’S OBLIGATIONS AND REPRESENTATIONS

1. The USER represents and warrants that he is at least eighteen (18) years of age and has the legal capacity to enter into contracts and agreements.
2. The USER shall provide his true and accurate personal circumstances as well as information relating to his person and prior and/or existing health condition and treatments, including prior or existing information on: symptoms and diagnosis; and/or any form of treatment such as medical and/or surgical, alternative and/or traditional medicine treatment, pediatric, maternity, dental, psychiatric, other forms of treatment, and/or medical research and development activities.
3. In the event the USER is acting in a representative capacity in favor of another who is incapacitated to enter into contracts and agreements, the said USER represents and warrants that he is duly authorized to act as such attorney-in-fact. Upon MyHospital’s request, the USER shall provide the latter proof or evidence of his authority to act as representative and attorney-in-fact of his principal.
4. In the event the USER is acting in a representative capacity as referred to in the immediately preceding sub-paragraph, he shall also provide the true and accurate personal circumstances of his principal as well as information relating to his principal’s prior and/or existing health condition and treatments, including prior or existing information on: symptoms and diagnosis; and/or any form of treatment such as medical and/or surgical, alternative and/or traditional medicine treatment, pediatric, maternity, dental, psychiatric, other forms of treatment, and/or medical research and development activities.
5. The USER agrees that the information required in the preceding sub-paragraphs shall be transmitted by MyHospital to its partner physicians, laboratories, diagnostic clinics, hospitals and pharmacies for processing and for the purpose of providing his or his principal’s medical care and treatment.
6. The USER acknowledges that his failure to provide true, accurate, and complete information to MyHospital may not be sufficient for the purposes required by the referred partner Physician and may result in inaccurate medical care, diagnosis and treatment.
7. The USER shall remit his payment to MyHospital, through the various commercial payment portals, for the services he will avail depending on the cost of the subscription package he will acquire as stated herein. In the event the USER’s complete medical care and treatment will require more than the services provided in his existing subscription package, the USER undertakes to purchase additional subscription packages as necessary to complete the same. In the event the USER’s medical care and treatment is not completed due to his failure to purchase additional subscription packages, he acknowledges that MyHospital shall not be held liable.
8. The USER’s availment of MyHospital’s services shall be for his personal and non- commercial use only. The USER shall use MyHospital’s services for legal purposes only and in compliance with all laws, rules, and regulations.
9. The USER shall not, under any circumstance, allow a third party to use hi MyHospital account, password, and username.
10. The USER fully acknowledges and agrees that MyHospital has no participation and control over the diagnosis dispensed and treatment recommended by the Physicians referred to him by MyHospital who are themselves users of the MyHospital portal.
11. The USER acknowledges and agrees that MyHospital, its Board of Directors, management, employees, and assigns do not dictate or impose upon the Physician’s practice of medicine, delivery of direct patient care, or independent judgment in the practice of medicine.
12. The USER acknowledges and agrees that MyHospital does not exercise any direct control and/or supervision over his diagnosis and/or treatment as patient user of the MyHospital portal.
13. The USER fully acknowledges and agrees that MyHospital has no participation and control over the treatment provided by the laboratories, diagnostic clinics, and hospitals referred by MyHospital.
14. The USER fully acknowledges and agrees that MyHospital has no participation and control over the medicinal drugs and supplies prescribed by the Physicians and dispensed by the pharmacies referred by MyHospital.
15. The USER acknowledges and agrees that MyHospital shall not be liable for any error, mistake, fault or oversight arising from the Physician’s practice of medicine, delivery of direct patient care, independent judgment in the practice of medicine, and in the rendition of consultation and prescription services to him as user of the MyHospital portal.
16. The USER shall not reverse engineer, reverse compile, reverse assemble, decompile, disassemble, translate, alter, destroy, infect, tamper, hack, modify, corrupt, copy or otherwise defraud MyHospital’s applications, programs, softwares, codes, business model, user interface designs, user interface experience, and other information technologies.
17. The USER has read and understood the terms and conditions of this Agreement and all other supplementary and amendatory agreements.
18. The USER further warrants that he has fully informed his principal as to the terms and conditions of this Agreement, and that his principal has fully understood, consented and accepted the same.

3. TERM AND TERMINATION

1. Term: This Agreement shall be effective upon the USER’s purchase of any of the subscription packages enumerated herein.
2. Termination. By MyHospital:
   1. MyHospital may suspend the USER’s right to use its portal in the event of a material breach of any of his Obligations and Representations as stated in paragraph 2 hereof. During the term of the suspension, MyHospital shall afford the USER the right to explain, within five (5) days from receipt of a notice through the MyHospital portal, why his right to use the MyHospital portal shall not be terminated based on the alleged material breach of his Obligations and Representations.
   2. Within three (3) days from receipt of the USER’s explanation, MyHospital shall render its judgment on whether it will terminate the USER’s right to use its portal or reinstate the same.
   3. In the event MyHospital decides to terminate the USER’s right to use its portal for material breach of his Obligations and Representations under paragraph 2 hereof, MyHospital shall forfeit the remaining balance of the monetary value of the USER’s existing subscription package as and by way of liquidated damages.

   By the USER:

   1. In the event the USER alleges that MyHospital has committed a material breach of any of its Obligations and Representations as stated in paragraph 1 hereof, MyHospital shall have a period of five (5) days within which to rectify the alleged material breach from notice made by the USER through the MyHospital portal.
   2. Should MyHospital fail to rectify its alleged material breach of any of its Obligations and Representations as stated in paragraph 1 hereof, the USER may terminate his contractual relationship with MyHospital.
   3. In the event of the USER’s termination of its contractual relationship as stated in the immediately preceding sub-paragraph, MyHospital shall refund to the USER the remaining balance of the monetary value of his existing subscription package.
3. Survival: The provisions of paragraphs 4, 5, and 6 of this Agreement shall survive the termination of this Agreement and remain in full force and effect thereafter.

4. CONFIDENTIAL INFORMATION

MyHospital and the USER mutually agree to the following confidentiality obligations:

1. Confidential Information. As used in this Agreement, the term “Confidential Information” shall mean any information or any part thereof, furnished by the USER or his representatives to MyHospital relating to his person and his prior and/or existing health condition and treatment. This confidential information shall include prior or existing information on: symptoms and diagnosis; and/or any form of treatment such as medical and/or surgical, alternative and/or traditional medicine, pediatric, maternity, dental, psychiatric, other forms of treatment, and/or research and development activities regardless of whether such information is specifically designated as confidential and whether such information is in written, oral, electronic or other form. Such information may further include personal information and circumstances, patient records and history, and the like.
2. Confidentiality Obligations:
   1. Utilization of Confidential Information

      MyHospital agrees that it shall:

      1. safeguard, keep, treat and maintain all Confidential Information in strict confidence;
      2. use all Confidential Information solely for the purpose intende whether expressly or impliedly stated; ; and
      3. strictly comply with the provisions of Republic Act No. 10173 otherwise known as “The Data Privacy Act of 2012”.
   2. Non-Disclosure to Third Parties

      MyHospital shall not, without the express consent of the USER, disclose, deliver, reproduce or make available any Confidential Information or any summaries, analysis, or other documents arising therefrom to any party as well as the existence and the content of this Agreement.

   3. Degree of Care

      MyHospital undertakes to apply to all Confidential Information disclosed in accordance with the provisions of this Agreement the same degree of care with which it treats and protects its own Confidential Information against public disclosure.

   4. Exceptions

      The confidentiality obligation of this Agreement shall not apply to information which was received by MyHospital from the USER that:

      1. was in the public domain prior to the time of its disclosure under this Agreement;
      2. entered the public domain after the time of its disclosure through means other than by breach of this Agreement;
      3. was known to MyHospital prior to the disclosure by the USER;
      4. was disclosed to MyHospital without restriction by a third party having the full right to disclose this information;
      5. was independently developed by MyHospital without use of the information disclosed under this Agreement;
      6. was announced by joint press statements or releases; and
      7. is required to be disclosed in order to comply with (a) applicable laws and regulations, including, without limitation, to Philippine legislation; and (b) an order of a Philippine court, tribunal, administrative agency, authority, or other government agency provided that the MyHospital, at the request and expense of the USER, uses reasonable efforts to limit such disclosure to the extent requested.
   5. Consequences of Termination

      In the event of the expiration or termination of this Agreement, MyHospital undertakes to automatically return to the USER all documents, memoranda, notes, photographs, copies, and all other forms of the Confidential Information disclosed in accordance with the terms and conditions of this Agreement. Confidential Information, which cannot be returned, must be automatically destroyed and MyHospital shall, upon the USER’s request, thereafter confirm in writing that such destruction was completed. The obligations hereto relating to the confidentiality and use of Confidential Information shall survive the expiration or termination of this Agreement.

3. Ownership

   MyHospital recognizes the exclusive right and title of the USER to all Confidential Information disclosed by the latter. No license or conveyance of such rights and title to MyHospital is granted or implied under this Agreement. Nothing in this Agreement shall be deemed to grant to MyHospital a license, directly or by implication, any intellectual property rights to all Confidential Information provided by the USER. If any such rights are to be granted to MyHospital, such grant shall be expressly set forth in a separate agreement.

5. INTELLECTUAL PROPERTY RIGHTS

1. MyHospital’s services, materials, processes, procedures, business model, trade names, and trademarks are exclusively owned by E-conomy, Inc. and is protected by copyright, patent, trademark, intellectual property laws, international conventions and treaties.
2. The USER’s availment of the services offered by MyHospital does not grant him any form of ownership or intellectual property rights over the said services, materials, processes, procedures, business model, trade names, and trademarks.
3. Any commercial or promotional distribution, publishing or exploitation thereof is strictly prohibited unless expressly permitted by MyHospital.
4. E-conomy, Inc. and MyHospital reserve all rights and privileges appurtenant to the aforesaid services, materials, processes, procedures, business model, trade names, and trademarks that are not expressly provided under this Agreement.

6. LIMITATION OF LIABILITY

E-conomy, Inc. shall not be liable to any USER of its MyHospital portal for any consequences resulting from:

1. any modification in this Agreement including any error, permanent or temporary interruption, discontinuance, suspension or other type of unavailability of services;
2. deletion, corruption, or failure to store any user data including those originating from laboratories, diagnostic clinics, hospital, and pharmacies;
3. use of any USER data uploaded by user Physicians, laboratories, diagnostic clinics, hospital, and pharmacies to the MyHospital portal;
4. failure to provide true, accurate, and complete information to MyHospital that may result in inaccurate medical care, diagnosis and treatment;
5. upgrading or downgrading or cancellation of any subscription package for services availed;
6. any disclosure, loss or unauthorized use of the login credentials of the USER for the use of MyHospital’s portal due to the negligence or fault of the said USER;
7. the USER’s access of the MyHospital’s portal through the use of browsers other than those recommended, accepted or supported by MyHospital;
8. the variance between technologies and platforms used for access of certain features, functions, features or functionalities of MyHospital’s portal that are designed for use on a personal computer or laptop and do not function on a mobile platform or a tablet; and
9. MyHospital’s application of any of the remedies described in these Agreement, even if the reasonable grounds or legal basis for the application of these remedies turns out to be thereafter unfounded or invalid.

7. GENERAL PROVISIONS

1. Entirety and Integration of Agreement. This Agreement embodies the total understanding, accord, and covenant between the parties regarding the subject matter and therefore cancels and supersedes all prior discussions and understandings with respect to the same subject matter, whether written or oral.
2. Validity and Enforceability. If any provision or part of this Agreement is held unenforceable by a court of competent jurisdiction, that particular provision shall be stricken off and shall not affect the validity or enforceability of the remaining provisions.
3. Relationship of the Parties. This Agreement shall not be construed as creating an agency, partnership, joint venture, fiduciary duty, or any other legal relationship between E-conomy, Inc. doing business under the names and styles of MyHospital, My E-Hospital, EHospital, and My E-Doctor, and the USER. The USER shall not represent to the contrary, whether expressly, by implication, appearance or otherwise.
4. Interchangeability. It is hereby understood that the use of the word “he” in this Agreement shall refer to both the male and female gender.
5. Disclaimer. The USER agrees that all services he obtains by virtue of the MyHospital portal have no corresponding warranties, whether express or implied. MyHospital disclaims all warranties, whether express or implied. The USER’s availment of MyHospital’s services shall be at his own risk and assumes full responsibility for all risks associated therewith. MyHospital does not guarantee the medical services and treatments provided by its partner physicians, laboratories, diagnostic clinics, hospitals, and pharmacies.
6. Indemnification. The USER unconditionally agrees to defend, indemnify, and hold harmless E-conomy, Inc. doing business under the name and style of MyHospital, My E-Hospital, EHospital, and My E-Doctor, its affiliates, subsidiaries, Board of Directors, officers, employees, agents, and assigns from any claims, losses, damages, liabilities including attorney’s fees of any kind whatsoever arising directly or indirectly out of his use or misuse of the MyHospital portal. MyHospital reserves its right, at its own expense, to assume the exclusive defense and control of any legal matter before any court, body or tribunal in any venue or jurisdiction which the USER is required to defend, indemnify, and hold MyHospital as harmless from. In case MyHospital assumes its exclusive defense on the matters previously stated herein, the USER agrees to unconditionally cooperate with MyHospital for such defense.
7. Arbitration. Any dispute, controversy, claim or disagreement arising from this Agreement shall be settled by arbitration in the republic of the Philippines by a panel of three (3) Philippine Dispute Resolution Center, Inc. arbitrators and in accordance with its existing Arbitration Rules.
8. Venue by Agreement. The parties hereto agree that any litigation arising out of this Agreement shall be filed in the courts of competent jurisdiction of Quezon City to the exclusion of other courts.
9. Severability. If any one or more provisions of this Agreement shall, for any reason, be held void or unenforceable, the legality or enforceability of the remaining provisions shall not, in any way, be affected or impaired, and shall remain in full force and effect.
10. Non-waiver. Failure of either party to insist upon the strict performance of any of the terms and conditions stated in this Agreement shall not be deemed as a relinquishment or waiver of any right or remedy that said Party may have nor shall it be construed as a waiver of any subsequent breach or default in the terms and conditions which shall continue to be in full force and effect. No waiver by either party of any of their rights under this Agreement shall be deemed to have been made unless expressed by all responsible parties through the MyHospital portal.
11. Notices – Any notice, request or consent required or permitted to be given or made pursuant to this Agreement shall be made through the MyHospital portal.  Any such notice, request or consent shall be deemed to have been given or made when sent by the concerned party via the MyHospital portal to the other party when addressed to the following:

    E-conomy, Inc. doing business under the names and styles of MyHospital, My E-Hospital, EHospital, and My E- Doctor Attention: The General Manager USER Username: Email Address: Postal Address: Telephone/Mobile No.:

    Any written communication shall be transmitted by MyHospital to the USER’s email address, postal address, and/or telephone/mobile number.
12. Assignment. MyHospital may assign, or transfer its rights and obligations under this Agreement or any part thereof without the USER’s express approval. The USER, on the other hand, may not assign, or transfer his rights and obligations under this Agreement or any part thereof.
13. Amendment and Modification. This Agreement may be amended or modified by MyHospital at anytime and the USER’s continued use thereof shall be deemed as his conformity to the said amendments. It is the USER’s responsibility to periodically check these terms and conditions for any changes and/or amendments.