Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between VirtuCare (“we”, “our”, or “us”) and the hospital, clinic, or healthcare organisation (“you” or the “Hospital”) that registers to use the VirtuCare platform.

By creating an account, subscribing to a plan, or using any part of the service, you confirm that you have the authority to enter into this agreement on behalf of the Hospital and that the Hospital agrees to comply with these Terms in full.

If you do not agree to these Terms, do not register for or use the VirtuCare platform.

VirtuCare provides a cloud-based hospital management platform that includes modules for appointment scheduling, patient records management, consultation workflow, laboratory management, pharmacy and inventory tracking, drug delivery coordination, billing and invoicing, and department management.

We reserve the right to modify, update, or discontinue any feature or module with reasonable notice. Material changes to core functionality will be communicated to registered administrators at least 30 days in advance.

3.1 Hospital Account

The Hospital administrator is responsible for creating and managing the hospital's VirtuCare account. You agree to provide accurate, complete, and up-to-date information during registration and to keep this information current.

3.2 Staff Accounts

The hospital administrator may create accounts for staff members. The Hospital is responsible for ensuring that:

• Only authorised staff are granted access to the platform
• Staff accounts are assigned appropriate roles with minimum necessary access
• Credentials are kept confidential and not shared between users
• Inactive or departed staff accounts are promptly deactivated

3.3 Account Security

You are responsible for all activity that occurs under your hospital's account. Notify us immediately at security@virtucare.io if you suspect any unauthorised access or security breach.

4.1 Subscription Plans

VirtuCare is offered on a subscription basis. Plan details, pricing, and included modules are set out on the Pricing page. Subscriptions are billed on a monthly or annual basis as selected at signup.

4.2 Payment

Payment is due in advance for each billing period. Failure to pay within 7 days of the due date may result in suspension of access. We accept payment via the methods listed on our platform at the time of subscription.

4.3 Price Changes

We will provide at least 30 days' written notice before changing subscription prices. Continued use of the platform after the effective date of a price change constitutes acceptance of the new pricing.

4.4 Refunds

Subscription fees are non-refundable except where required by applicable Nigerian consumer protection law or expressly agreed in writing.

You agree to use VirtuCare only for lawful purposes and in accordance with these Terms. You must not:

• Use the platform for any purpose that violates Nigerian law or applicable regulations
• Process patient data beyond the scope of legitimate healthcare delivery
• Attempt to reverse-engineer, decompile, or extract source code from the platform
• Upload malicious code, viruses, or any content designed to disrupt the service
• Attempt to gain unauthorised access to other accounts, systems, or networks
• Resell, sublicense, or provide access to VirtuCare to third parties without our consent
• Use automated scripts or bots to scrape or extract data from the platform
• Misrepresent the identity of any user or staff member within the platform

Breach of this section may result in immediate suspension or termination of your account without refund.

The Hospital is the data controller for all patient and staff data entered into VirtuCare. VirtuCare acts as a data processor on your behalf.

Your use of the platform is governed by our Privacy Policy and Data Processing Agreement, both of which are incorporated into these Terms by reference.

You warrant that you have the legal authority to input patient data into VirtuCare and that doing so complies with the Nigeria Data Protection Act (NDPA) 2023 and all other applicable healthcare data regulations.

7.1 VirtuCare Platform

All intellectual property rights in the VirtuCare platform — including software, design, documentation, trademarks, and trade secrets — are owned by VirtuCare. These Terms do not transfer any ownership rights to you.

We grant you a limited, non-exclusive, non-transferable licence to use the platform for the duration of your subscription, solely for the Hospital's internal healthcare operations.

7.2 Your Data

All patient records, hospital data, and content entered into VirtuCare by the Hospital remains owned by the Hospital. We do not claim ownership over any data you input into the platform.

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the service (“Confidential Information”), and not to disclose such information to third parties without prior written consent.

This obligation does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party before disclosure; or (c) is required to be disclosed by law or regulatory authority.

Patient health data is always treated as strictly confidential and is subject to the additional protections in our Data Processing Agreement and Privacy Policy.

We aim to provide a reliable and highly available service. However, we do not guarantee uninterrupted access to the platform. Scheduled maintenance will be communicated in advance where practicable.

We are not liable for any loss arising from downtime, interruptions, or data inaccessibility caused by circumstances outside our reasonable control, including infrastructure failures, force majeure events, or internet disruptions.

VirtuCare is provided “as is” and “as available.” To the maximum extent permitted by Nigerian law, we disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

VirtuCare is an operational management tool. It is not a clinical decision support system and does not provide medical advice. Clinical decisions remain the sole responsibility of qualified healthcare professionals.

To the maximum extent permitted by applicable law, VirtuCare's total liability to the Hospital for any claim arising out of or in connection with these Terms shall not exceed the total subscription fees paid by the Hospital in the 12 months preceding the claim.

In no event shall VirtuCare be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, or business interruption, even if advised of the possibility of such damages.

The Hospital agrees to indemnify and hold harmless VirtuCare and its officers, directors, employees, and agents from and against any claims, losses, damages, liabilities, and expenses (including reasonable legal fees) arising from:

• The Hospital's breach of these Terms
• Any misuse of the platform by the Hospital's staff
• The Hospital's failure to comply with applicable data protection laws
• Any claim by a patient or third party relating to the Hospital's use of VirtuCare

13.1 Termination by the Hospital

The Hospital may terminate its subscription at any time by providing written notice. Termination takes effect at the end of the current billing period. No refund is issued for unused time within a billing period.

13.2 Termination by VirtuCare

We may suspend or terminate your account with immediate effect if:

• The Hospital breaches these Terms and fails to remedy the breach within 14 days of notice
• The Hospital fails to pay subscription fees when due
• We reasonably believe the platform is being used unlawfully or in a way that harms others

13.3 Effect of Termination

Upon termination, access to the platform will be revoked. The Hospital will have 30 days to export its data before it is permanently deleted from our systems. Sections relating to data, confidentiality, liability, and governing law survive termination.

These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria. Any dispute arising from these Terms shall be subject to the exclusive jurisdiction of the courts of Nigeria.

The parties agree to first attempt to resolve any dispute through good-faith negotiation before resorting to litigation.

We may update these Terms from time to time. We will provide at least 14 days' notice of material changes via email to the registered hospital administrator. Continued use of the platform after the effective date constitutes acceptance of the updated Terms.

For questions about these Terms, contact us:

• Legal enquiries: legal@virtucare.io
• General enquiries: hello@virtucare.io