Practitioner Terms & Conditions
(Last updated 1st December 2017)
This page (together with Medstars Privacy Policy) tells you information about Medstars Limited (Medstars) and the legal terms and conditions (so these terms and conditions together with the Privacy Policy are referred to as Terms; references to particular clause numbers on this page, are references to the clauses contained on this page rather than in the Privacy Policy) on which Medstars provides access to Medstars website medstars.co.uk (Website) to you, as well as associated services.
These Terms apply to the contract between you and Medstars for the provision of access to the Website as referred to above as well as associated services referred to on the Website and/or in these Terms (the contract formed between you and Medstars being referred to as the Contract).
Please read these Terms carefully and make sure that you understand them, before using the Website. If you refuse to accept these Terms, you are not permitted to use the Website.
References in these Terms to “you or your" are to you the medical practitioner registering on the Website.
You should print a copy of these Terms or save them to your computer for future reference. Medstars amends these Terms from time to time as set out in clause 7.
Every time you wish to use the Website, please check these Terms to ensure you understand the terms which will apply at that time. These Terms are version 1st December 2017. For the avoidance of doubt, this will not give rise to a new Contract, but simply a variation to the existing Contract, with you agreeing to the variation by conduct by continuing to use the Website.
If any changes to the Terms adversely affect you, then you must notify Medstars in writing of this fact within 7 days of becoming aware of the variation (or if sooner, within 7 days from when you should have reasonably become aware of the variation) and Medstars will in such circumstances, at its sole discretion, either: (1) postpone the variation applying until the next Anniversary Date (provided that you have already paid a Membership Fee for a 12 month period which is yet to expire); or (2) terminate the Contract for convenience (in such circumstances if you have paid a Membership Fee for a 12 month period which is yet to expire, Medstars will provide you with a pro rata refund of such Membership Fee, reflecting the unexpired period of time between the Contract's termination date and the next Anniversary Date); ('Membership Fee' and 'Anniversary Date' have the meanings attributed to them in clause 9.1).
These Terms, and any Contract between you and Medstars, are only in the English language.
1. INFORMATION ABOUT MEDSTARS
1.1
Medstars operates the Website MedStars.co.uk. Medstars is Medstars Limited, a company registered in England and Wales under company number 08982663 and with its registered office at The Oakley, Kidderminster Road, Droitwich WR9 9AY. Medstars main trading address is iCentrum, Innovation Birmingham Campus, Holt Street, Birmingham B7 4BP. Medstars VAT number is 185 7417 74.
1.2
Contacting Medstars or you:
(a) If you wish to contact Medstars for any other reason, including because you have any complaints, you can contact Medstars by telephoning its customer service team at 0330 088 9279 or by e-mailing Medstars at help@medstars.co.uk.
(b) If Medstars has to contact you or give you notice in writing, Medstars will do so by e-mail or by pre-paid post to the address you provide to Medstars.
(a) If you wish to contact Medstars for any other reason, including because you have any complaints, you can contact Medstars by telephoning its customer service team at 0330 088 9279 or by e-mailing Medstars at help@medstars.co.uk.
(b) If Medstars has to contact you or give you notice in writing, Medstars will do so by e-mail or by pre-paid post to the address you provide to Medstars.
2. MEDSTARS SERVICES
2.1
Medstars offers a platform to permit consumers (rather than businesses) to submit requests for appointments with registered medical practitioners. You will therefore not use the Medstars platform for making any appointments with businesses.
2.2
By agreeing to these Terms, you are confirming that:
(a) you are a medical practitioner;
(b) you have a valid registration with one of the UK's 9 statutory regulators: (i) the General Chiropractic Council (GCC); (ii)the General Dental Council (GDC); (iii) the General Medical Council (GMC); (iv) the General Optic Council (GOC); (v) the General Osteopathic Council (GOsC); (vi) the General Pharmaceutical Council (GPhC); (vii) the Health and Care Professions Council (HCPC); (viii) the Nursing and Midwifery Council (HCPC); or (ix) the Pharmaceutical Society of Northern Ireland (PSNI);
(c) there are no circumstances of which you are aware, or of which you should reasonably be aware, that would prevent you from continuing to: (i) be a medical practitioner with one of the above statutory regulators; (ii) practice medicine in the area of medicine which you have indicated, or will indicate, in your registration form on the Website ( Registration Form );
(d) all of the details which you submit on the Website and Registration Form is complete and accurate.
(a) you are a medical practitioner;
(b) you have a valid registration with one of the UK's 9 statutory regulators: (i) the General Chiropractic Council (GCC); (ii)the General Dental Council (GDC); (iii) the General Medical Council (GMC); (iv) the General Optic Council (GOC); (v) the General Osteopathic Council (GOsC); (vi) the General Pharmaceutical Council (GPhC); (vii) the Health and Care Professions Council (HCPC); (viii) the Nursing and Midwifery Council (HCPC); or (ix) the Pharmaceutical Society of Northern Ireland (PSNI);
(c) there are no circumstances of which you are aware, or of which you should reasonably be aware, that would prevent you from continuing to: (i) be a medical practitioner with one of the above statutory regulators; (ii) practice medicine in the area of medicine which you have indicated, or will indicate, in your registration form on the Website ( Registration Form );
(d) all of the details which you submit on the Website and Registration Form is complete and accurate.
2.3
You accept that the feedback provided by the consumers is the opinion solely of the respective individuals providing such feedback. It does not reflect Medstar's views. However, you and other users of the Website may find such feedback of interest which is why Medstars displays it. You accept that the accuracy of such feedback is not something which Medstars can vet, and different individuals have different opinions of medical practitioners and the services which they receive. Medstars has been informed that certain individuals do prefer to see such feedback, so Medstars is making it available on the Website. If you reasonably believe that any feedback is not accurate, then you may raise a 'moderation' request in respect of it. Medstars will then consider that feedback, and Medstars may at its discretion choose to contact the respective contributor of the feedback. If following such consideration Medstars has confirmation in writing from the respective individual that the feedback is accurate, then Medstars may choose not to remove such feedback from the Website. Otherwise, Medstars may choose to remove such feedback.
2.4
When an individual makes an appointment booking request using the Website, then that is simply that, namely a request to make an appointment booking. Medstars will put forward that request to you if they have selected you. Your terms and conditions applying to the separate contract between you and the respective individual will apply ( Medical Practitioner Contract ). You will then let the respective individual know via the Website or email whether or not the requested booking is confirmed. So it is important for you to bear in mind that Medstars is just providing the booking platform, the actual booking and health services are an arrangement between you and the respective individual patient and not Medstars. Any appointment will only be made when you confirm this to the respective patient under the Medical Practitioner Contract.
2.5
Following the appointment, the respective patient will be provided with an opportunity to provide feedback on their experience with you. This feedback may be positive, negative or neutral in nature. Such feedback will be displayed on the Website and it will be available to view by you (and others) as well. It is therefore important that you provide your services in a courteous and professional manner.
2.6
Medstars does not provide any assurances that you will actually obtain any minimum number of appointment requests from patients and this will be dependent upon patients actually deciding themselves whether or not they wish to use your services.
2.7
Where Medstars receives any complaints about you of a serious nature, or there is a relatively large number (as determined by Medstars in Medstars sole discretion) of negative feedback responses shown on the Website in respect of your services, then Medstars reserves the right to terminate the Contract with you and to remove your details from the Website, so that no further appointments can be made with you via the Website. In such circumstances, you will no longer be able to use the Website nor will you be entitled to any refunds of any amounts paid to Medstars whether by you or any of your patients.
2.8
You need to bear in mind that you will be responsible for any consequences arising from your services. You agree that you will meet all such liability arising from your services, whether that is to the respective patient, Medstars or any other third party.
2.9
Medstars does not guarantee that the Website, or any content on it, will always be available or be uninterrupted. Access to the Website is permitted on a temporary basis. Medstars may suspend, withdraw, discontinue or change all or any part of the Website without notice (except as otherwise stated in these Terms). Medstars will not be liable to you if for any reason the Website is unavailable at any time or for any period (except as otherwise stated in these Terms).
2.10
You and your practice grants to Medstars, its agents and service providers for the entire time your profile appears on the Website, a worldwide, irrevocable, royalty free, fully paid up, transferable, non-exclusive, sublicenseable licence for the purpose of:
(a) providing and maintaining the Website;
(b) displaying the your profile by any means and across any media whether now known or invented after the date of publication of your profile, in any products, services and information provided by Medstars; and
(c) marketing, research and promotional activities.The rights hereby granted shall include the right to link the your profile to, or to present it in, conjunction with, other material.
(a) providing and maintaining the Website;
(b) displaying the your profile by any means and across any media whether now known or invented after the date of publication of your profile, in any products, services and information provided by Medstars; and
(c) marketing, research and promotional activities.The rights hereby granted shall include the right to link the your profile to, or to present it in, conjunction with, other material.
2.11
You and your practice shall, and shall make sure that its officers, employees, agents and service providers shall: (a) at all times comply with all anti-corruption laws applicable to them, including without limitation the Bribery Act 2010; and
(b) not directly or indirectly offer, promise or give (or agree to offer, promise or give) any financial or other advantage with respect to any matters which are the subject of the contract between you and/or your practice and Medstars and/or to obtain any benefit for Medstars which would violate any anti-corruption laws applicable to the and/or your practice or us.
(b) not directly or indirectly offer, promise or give (or agree to offer, promise or give) any financial or other advantage with respect to any matters which are the subject of the contract between you and/or your practice and Medstars and/or to obtain any benefit for Medstars which would violate any anti-corruption laws applicable to the and/or your practice or us.
2.12
If you and/or your practice become aware of any breach or suspected breach of clause 9.4, you and/or your practice must notify Medstars immediately. We may immediately suspend operation of the contract between the you and/or your practice and us on written notice, pending investigation. You and/or your practice must assist us in any such investigation.
2.13
If in our sole discretion we determine that you and/or your practice have breached clause 2.11: (a) we may immediately terminate the contract between you and/or your practice and us by giving you and/or your practice written notice; and
(b) you and/or your practice shall indemnify us and hold us harmless on demand against any and all claims, demands, actions, proceedings, awards, compensation costs (including legal costs and disbursements on a full indemnity basis), expenses, damages, losses, fines, fees, costs and other liabilities of whatsoever nature brought against us arising out of or in connection with such breach.
(b) you and/or your practice shall indemnify us and hold us harmless on demand against any and all claims, demands, actions, proceedings, awards, compensation costs (including legal costs and disbursements on a full indemnity basis), expenses, damages, losses, fines, fees, costs and other liabilities of whatsoever nature brought against us arising out of or in connection with such breach.
ACCOUNT AND PASSWORD
2.14
If you choose, or you are provided with, a user identification code, password or any other piece of information as part of Medstars security procedures, you must treat such information as confidential. You must not disclose it to any third party.
2.15
Medstars has the right to disable any user identification code or password, whether chosen by you or allocated by Medstars, at any time, if in Medstars reasonable opinion you have failed to comply with any of the provisions of these terms of use.
2.16
If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify Medstars by emailing Medstars at hello@medstars.co.uk
3. USE OF MEDSTARS WEBSITE
Your use of the Website is governed by the Terms which includes Medstars Privacy Policy. Please take the time to read these, as they include important terms which apply to you.
3.1
The Website must not be framed on any other Website, nor may you create a link to any part of the Website other than the home page or your profile page.
3.2
You may link to our home page or your profile page, provided you do so in a way that is fair and legal and does not damage Medstars reputation or take advantage of it.
3.3
You must not establish a link to our Website in any website that is not owned by you.
3.4
We reserve the right to withdraw linking permission without notice.
3.5
The website to which you are linking must comply in all aspects with the content standards set out in our Content Standards as referred to under the 'Content Standards' subheading referred to below in this clause 3.
3.6
If you wish to make use of Content on our website other than set out above, please contact hello@medstars.co.uk
3.7
Where the Website contains links to other websites and resources provided by third parties, these links are provided for your information only. Medstars has no control over the contents of those websites or resources.
3.8
You may use the Website only for lawful purposes. You may not use the Website:
(a) In any way that breaches any applicable local, national or international law or regulation;
(b) In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
(c) For the purpose of harming or attempting to harm minors in any way;
(d) To send, knowingly receive, upload, download, use or re-use any material which does not comply with Medstars' content standards as referred to under the 'Content Standards' subheading referred to below in this clause 3;
(e) To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); nor
(f) To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
(a) In any way that breaches any applicable local, national or international law or regulation;
(b) In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
(c) For the purpose of harming or attempting to harm minors in any way;
(d) To send, knowingly receive, upload, download, use or re-use any material which does not comply with Medstars' content standards as referred to under the 'Content Standards' subheading referred to below in this clause 3;
(e) To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); nor
(f) To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
3.9
You also agree:
(a) Not to reproduce, duplicate, copy or re-sell any part of the Website nor its features, content or services;
(b) Not to access without authority, interfere with, damage or disrupt:
(i) any part of the Website;
(ii) any equipment or network on which the Website is stored;
(iii) any software used in the provision of the Website; or
(iv) any equipment or network or software owned or used by any third party.
(a) Not to reproduce, duplicate, copy or re-sell any part of the Website nor its features, content or services;
(b) Not to access without authority, interfere with, damage or disrupt:
(i) any part of the Website;
(ii) any equipment or network on which the Website is stored;
(iii) any software used in the provision of the Website; or
(iv) any equipment or network or software owned or used by any third party.
3.10
Medstars has the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to the Website constitutes a violation of their intellectual property rights, or of their right to privacy.
3.11
Medstars will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of the Website.
3.12
Medstars has the right to remove any posting you make on the Website if, in Medstars' opinion, your post does not comply with the content standards set out in the Terms.
3.13
The views expressed by other users on the Website do not represent Medstars' views or values.
INTERACTIVE SERVICES
3.14
Medstars may from time to time provide interactive services on the Website, including, without limitation:
(a) Chat rooms;
(b) Bulletin boards; and
(c) Feedback forums and feedback facilities; (interactive services)
(a) Chat rooms;
(b) Bulletin boards; and
(c) Feedback forums and feedback facilities; (interactive services)
3.15
You grant to Medstars and other users of the Website a limited licence to use, store and copy the content which you upload to the Website via the interactive services and to distribute and make it available to third parties.
3.16
Where Medstars provides any interactive service, Medstars reserves the right to moderate it, although Medstars does not participate in active monitoring of all entries made via Medstars' interactive services by users.
3.17
Medstars will use its reasonable endeavours to assess certain risks for users from third parties when they use any interactive service provided on the Website, and Medstars will decide in each case whether it is appropriate to use moderation of the relevant service (including what kind of moderation to use) in light of those risks. However, Medstars is under no obligation to oversee, monitor or moderate any interactive service Medstars provides on the Website, and Medstars expressly excludes its liability for any loss or damage arising from the use of any interactive service by a user in contravention of Medstars' content standards, whether the service is moderated or not
3.18
Where Medstars moderates an interactive service, Medstars will normally provide you with a means of contacting the moderator, should a concern or difficulty arise.
CONTENT STANDARDS
3.19
These content standards apply to any and all material which you contribute to the Website (contributions), and to any interactive services associated with it.
3.20
You must comply with the spirit and the letter of the following standards. The standards apply to each part of any contribution as well as to its whole.
3.21
Contributions must:
(a) Be accurate (where they state facts);
(b) Be genuinely held (where they state opinions); and
(c) Comply with applicable law in England and in any country from which they are posted.
(a) Be accurate (where they state facts);
(b) Be genuinely held (where they state opinions); and
(c) Comply with applicable law in England and in any country from which they are posted.
3.22
Contributions must not:
(a) Contain any material which is defamatory of any person;
(b) Contain any material which is obscene, offensive, hateful or inflammatory;
(c) Promote sexually explicit material;
(d) Promote violence;
(e) Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
(f) Infringe any copyright, database right or trade mark of any other person;
(g) Be likely to deceive any person;
(h) Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
(i) Promote any illegal activity;
(j) Be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety;
(k) Be likely to harass, upset, embarrass, alarm or annoy any other person;
(l) Be used to impersonate any person, or to misrepresent your identity or affiliation with any person;
(m) Give the impression that they emanate from Medstars, if this is not the case; nor
(n) Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
(a) Contain any material which is defamatory of any person;
(b) Contain any material which is obscene, offensive, hateful or inflammatory;
(c) Promote sexually explicit material;
(d) Promote violence;
(e) Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
(f) Infringe any copyright, database right or trade mark of any other person;
(g) Be likely to deceive any person;
(h) Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
(i) Promote any illegal activity;
(j) Be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety;
(k) Be likely to harass, upset, embarrass, alarm or annoy any other person;
(l) Be used to impersonate any person, or to misrepresent your identity or affiliation with any person;
(m) Give the impression that they emanate from Medstars, if this is not the case; nor
(n) Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
3.23
Failure to comply with this clause 3 constitutes a material breach of the Terms upon which you are permitted to use the Website, and may result in Medstars taking all or any of the following actions:
(a) Immediate, temporary or permanent withdrawal of your right to use the Website;
(b) Immediate, temporary or permanent removal of any posting or material uploaded by you to the Website;
(c) Issue of a warning to you;
(d) Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
(e) Further legal action against you;
(f) Disclosure of such information to law enforcement authorities as Medstars reasonably feels is necessary.
(a) Immediate, temporary or permanent withdrawal of your right to use the Website;
(b) Immediate, temporary or permanent removal of any posting or material uploaded by you to the Website;
(c) Issue of a warning to you;
(d) Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
(e) Further legal action against you;
(f) Disclosure of such information to law enforcement authorities as Medstars reasonably feels is necessary.
3.24
The responses described in clause 3.18 above are not limited, and Medstars may take any other action Medstars reasonably deems appropriate.
NO RELIANCE ON INFORMATION
3.25
The content on the Website is provided for general information only. It is not intended to amount to legal advice on which you should rely. You must obtain your own legal advice in respect of any terms and conditions which are used for the purposes of your Medical Practitioner Contract as Medstars does not provide any assurances whatsoever that any terms and conditions shown on your profile or offered to you in connection with your Medical Practitioner Contract for use with patients are legally suitable or legally compliant, they are simply offered as a starting point (where offered) for you to update and obtain advice from your third party legal advisors. You will make it expressly clear within your Medical Practitioner Contract that:
(1) the Medical Practitioner Contract is a contractual arrangement between you and the patient; and
(2) the Medical Practitioner Contract is not a contractual arrangement involving Medstars.
Furthermore, you will ensure that the Medical Practitioner Contract does not:
(1) bind Medstars to the patient or any other party; nor
(2) impose any obligations nor liability on Medstars to the patient or any other party.
(1) the Medical Practitioner Contract is a contractual arrangement between you and the patient; and
(2) the Medical Practitioner Contract is not a contractual arrangement involving Medstars.
Furthermore, you will ensure that the Medical Practitioner Contract does not:
(1) bind Medstars to the patient or any other party; nor
(2) impose any obligations nor liability on Medstars to the patient or any other party.
3.26
Although Medstars makes reasonable efforts to update the information on the Website, Medstars makes no representations, warranties or guarantees, whether express or implied, that the content on the Website is accurate, complete or up-to-date. Medstars expressly excludes all liability to you for any reliance and use in respect of any Medical Practitioner Contract terms (including without limitation any related templates and guidelines) which Medstars chooses to provide to you, and you agree that this is a reasonable exclusion of liability, as it is your responsibility to obtain your own legal advice from your own lawyers to produce appropriate terms for the Medical Practitioner Contract. You acknowledge and agree that neither Medstars nor its lawyers are providing any legal advice to you.
4. HOW MEDSTARS USES YOUR PERSONAL INFORMATION
Medstars only uses your personal information in accordance with the Terms. Please take the time to read Medstars Privacy Policy, as it includes important terms which apply to you.
5. YOU ARE A BUSINESS
5.1
You confirm that you are entering into this Contract as a business and not as a consumer.
5.2
You accept that patients are using the Website to request appointments with you as consumers. Consequently, you acknowledge that they may have cancellation rights by law in respect of any appointments made with you in relation to the Medical Practitioner Contract, and it is your responsibility to provide them with notification of their respective cancellation rights and notices and be responsible for the amount of any refunds to be provided to them should they cancel any bookings with you.
5.3
You accept that if a patient decides to cancel a booking with you, that does not affect your obligation to make the respective payment to Medstars as referred to in these Terms.
6. HOW A BOOKING IS MADE
6.1
Website pages will guide patients through the steps they need to take to make an appointment booking request with you ( Booking Request ). The Booking Request process allows them to check and amend any errors before submitting their Booking Request to you.
6.2
After a patient place a Booking Request the acceptance of their Book Request by you will take place when you confirm this to the respective patient in accordance with your Medical Practitioner Contract
7. NO MEDICAL PRACTITIONER PATIENT RELATIONSHIP
7.1
No licenced Medical Practitioner/patient relationship is created by using the Website or through any other communications with Medstars. Medstars is simply a website in which patients can identify and engage with you.
7.2
Medstars has no control over, and cannot guarantee the availability of any Medical Practitioner at any particular time. We will not be liable for cancelled appointments, or any injury resulting or arising from or related to the use of the Website whatsoever.
8. MEDSTARS' RIGHT TO VARY THESE TERMS
8.1
Medstars amends these Terms from time to time. Please look at the top of this page to see when these Terms were last updated and which Terms were changed. 8.2 Every time you access the Website, the Terms in force at the time of your access will apply to the Contract between you and Medstars.
9. PRICE OF SERVICES
9.1
You agree to provide Medstars with a price for each of the services (referred to as the Medical Services ) that you offer to patients on the Website and you will ensure that all such prices are current and up to-date at all times (Price).
9.2
You may change your Price for the Medical Services from time to time. If you change any Price you agree to implement a new price by making the necessary changes in your profile section of the Medstars website. Unless you have agreed otherwise in your Medical Practitioner Contract with a patient, you accept that the new Price will not affect any Booking Request you have already confirmed to patients.
9.3
You accept that the Price includes VAT (where applicable) at the current rate chargeable in the UK for the time being.
9.4
You will make it clear that your Price does not include charges for any additional tests, checks, prescriptions, medical equipment or follow up appointments arranged as a result of you seeing the patient. Any additional charges which are applicable will be a matter between you and the patient in accordance with the your Medical Practitioner Contract and any arrangements which you agree with the patient following your appointment with such patient.
9.5
The Website contains a large number of Medical Services. It is always possible that, despite Medstars' reasonable efforts, some of the Medical Services on the Website may be incorrectly priced. You agree to check the Price of the respective Medical Services as part of confirming a Booking Request, and:
(a) where the Medical Services correct Price is less than the Price stated on the Website, you will charge the lower amount when confirming the Booking Request to the patient. However, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by the patient as a mispricing, you will not have to provide the Medical Services to the patient at the incorrect (lower) Price; and
(b) if the Medical Services correct Price is higher than the Price stated on the Website, you will contact the patient as part of the Booking Request confirmation process to inform the patient of this error and you will give the patient the option of continuing to proceed with the Booking Request confirmation at the correct Price or cancelling the Booking Request.
(a) where the Medical Services correct Price is less than the Price stated on the Website, you will charge the lower amount when confirming the Booking Request to the patient. However, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by the patient as a mispricing, you will not have to provide the Medical Services to the patient at the incorrect (lower) Price; and
(b) if the Medical Services correct Price is higher than the Price stated on the Website, you will contact the patient as part of the Booking Request confirmation process to inform the patient of this error and you will give the patient the option of continuing to proceed with the Booking Request confirmation at the correct Price or cancelling the Booking Request.
9.6
You accept that your use of the Website are conditional at all times upon your payment of the fees and charges described under clause 10.
10. PAYMENTS
10.1
Medstars will charge you an annual membership fee (Membership Fee) of £325+VAT for being granted access to use the the Website. The Membership Fee becomes payable when you join Medstars as a practitioner. At 12 months, Medstars will automatically collect the Membership Fee from your card account as described under the arrangements under clause 9.2. Unless you give Medstars at least 30 days prior written notice before an Anniversary Date to the effect that you no longer require access to the Website (if such notice is provided then the Contract will terminate on the upcoming Anniversary Date), Medstars will collect the Membership Fee for the next 12 month period. The Membership Fee is non-refundable in whole or in part during the 12 month term if you no longer require access, or if Medstars terminates this Contract in the circumstances described under clause 12.2.
11. MEDSTARS LIABILITY
11.1
Nothing in these Terms excludes or limits Medstars' liability for:
(a) death or personal injury caused by Medstars' negligence;
(b) fraud or fraudulent misrepresentation; or
(c) for any liability which may not be lawfully limited or excluded.
(a) death or personal injury caused by Medstars' negligence;
(b) fraud or fraudulent misrepresentation; or
(c) for any liability which may not be lawfully limited or excluded.
11.2
Subject to clause 10.1, Medstars will under no circumstances whatsoever be liable to you, whether in contract, tort (including without limitation negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for (whether any of the following are held to be direct, indirect, consequential, incidental or other types of losses):
(a) any loss of profits, sales, business, or revenue;
(b) loss or corruption of data, information or software;
(c) loss of business opportunity;
(d) loss of anticipated savings;
(e) loss of goodwill; or
(f) any indirect or consequential loss.
(a) any loss of profits, sales, business, or revenue;
(b) loss or corruption of data, information or software;
(c) loss of business opportunity;
(d) loss of anticipated savings;
(e) loss of goodwill; or
(f) any indirect or consequential loss.
11.3
You should use your own virus protection software. Medstars will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Website or to your downloading of any content on it, or on any website linked to it.
11.4
Medstars assumes no responsibility for the content of websites linked from the Website. Such links should not be interpreted as endorsement by Medstars of those linked websites. Medstars will not be liable for any loss or damage that may arise from your use of them.
11.5
Except as expressly stated in these Terms, Medstars does not give any representation, warranties or undertakings in relation to your use of the Website and any associated services. Any representations, conditions, assurances or warranties which might be implied or incorporated into these Terms by statute (including without limitation, any implied terms in relation to satisfactory quality or fitness for purpose), common law or otherwise are excluded to the fullest extent permitted by law.
11.6
To the extent that Medstars is held to be legally liable to you, Medstars' total aggregate liability to you in respect of all claims arising under or in connection with the Contract (where the causes of the loss arose in a particular Year (" Year " being a period of 12 months from either: (a) the commencement date of this Contract; or (b) an anniversary of the commencement date of this Contract)), whether such claims arise in contract, tort (including without limitation negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the greater of: (1) the total fees which you have paid to Medstars in the respective Year in which the causes of the claims occurred; and (2) £325; (for the avoidance of doubt, and by way of illustration, if there are two claims in Year 1 in which you have paid Medstars £50, Medstars aggregate liability to you in respect of those two claims will be £325 in total and not £325 per claim). This £325 limit does not apply to any liability falling within the scope of clause 10.1 above.
11.7
You agree that you may not bring any claim against Medstars more than 3 months after the cause of the claim arose (namely no longer than 3 months after Medstars wrongdoing).
11.8
For the avoidance of doubt, the respective limitations and exclusions of liability referred to in the Contract apply to claims whether arising in contract, tort (including without limitation negligence), breach of statutory duty, or otherwise.
12. EVENTS OUTSIDE MEDSTARS' CONTROL
12.1
Medstars will not be liable nor responsible for any failure to perform, or delay in performance of, any of Medstars' obligations under a Contract that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in clause 12.2.
12.2
An Event Outside Our Control means any act or event beyond Medstars' reasonable control.
12.3
If an Event Outside Our Control takes place that affects the performance of Medstars' obligations under a Contract: (a) Medstars will contact you (whether by way of a notice on the Website or otherwise) as soon as reasonably possible to notify you; and (b) Medstars' obligations under a Contract will be suspended and the time for performance of Medstars' obligations will be extended for the duration of the Event Outside Our Control.
13. TERM AND TERMINATION
13.1
This Contract will commence from the date on which Medstars gives you access to the Website and, subject to the provisions of the Contract for earlier termination, it will continue in full force and effect for a period of 12 months and then continue in force for subsequent 12 month periods.
13.2
Without affecting any other right or remedy available to Medstars, Medstars may terminate this Contract immediately by giving you written notice if you: (a) cease to hold or maintain your accreditation or registration as a medical practitioner with one of the statutory regulators referred to in clause 2.2(b);
(b) commit a breach of any term of this Contract;
(c) take any step or action in connection with entering into administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed over any of your assets or ceasing to carry on a substantial part of your business; or (d) if your financial position deteriorates to such an extent that in Medstars opinion your ability to adequately fulfil your obligations under this Contract has been placed in jeopardy.
(b) commit a breach of any term of this Contract;
(c) take any step or action in connection with entering into administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed over any of your assets or ceasing to carry on a substantial part of your business; or (d) if your financial position deteriorates to such an extent that in Medstars opinion your ability to adequately fulfil your obligations under this Contract has been placed in jeopardy.
13.3
You may terminate the Contract if Medstars commits a material breach of this Contract which breach is irremediable or if such breach is remediable Medstars fails to remedy such breach within a period of 30 days after being notified in writing to do so.
13.4
Medstars may terminate the Contract at any time on 30 days prior written notice for convenience, subject to (where applicable) providing a pro rata refund of your paid-up Membership Fee for the unexpired period between the Contract termination date and the next Anniversary Date.
13.5
Subject to clause 11, termination of this Contract will not affect a party's rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of this Contract which existed at or before the date of termination.
13.6
Any provision of this Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
14. COMMUNICATIONS BETWEEN YOU AND MEDSTARS
14.1
When Medstars refers in these Terms to, "in writing", this will include e-mail.
15. OTHER IMPORTANT TERMS
15.1
Medstars may assign the Contract to another organisation. Medstars will always notify you in writing or by posting on this Website if this happens. Medstars may also subcontract any of its obligations at any time without notice.
15.2
You may not assign the Contract, nor any of your obligations under the Contract.
15.3
This Contract is between you and Medstars. No other third party shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise. Medstars and you will not need any third party's consent to cancel or make any changes to these Terms.
15.4
Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
15.5
If Medstars fails to insist that you perform any of your obligations under these Terms, or if Medstars does not enforce its rights against you, or if Medstars delays in doing so, that will not mean that Medstars has waived its rights against you and will not mean that you do not have to comply with those obligations. If Medstars waives a default by you, Medstars will only do so in writing, and that will not mean that Medstars will automatically waive any later default by you.
15.6
These Terms constitute the entire agreement between you and Medstars and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.
15.7
You acknowledge that in entering into this Contract you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.
15.8
You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Contract.
15.9
Please note that these Terms are governed by English law. This means the Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English law. You and Medstars both irrevocably agree that the courts of England will have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Contract or its subject matter or formation.
