Terms of Service & Clinical SaaS Agreement

1. Parties, Corporate Identity & Acceptance

This Master Clinical SaaS Agreement ("Agreement") constitutes a legally binding contract between:

• TVB Network (Pty) Ltd, a private company incorporated under the laws of the Republic of South Africa with Registration Number 2022/697770/07, having its principal business address in Johannesburg, Gauteng ("TVB Network", "Licensor", "we", "us", or "our"); and
• The medical practitioner, healthcare facility, private clinic, dental surgery, allied health professional, or hospital group registering for, deploying, or utilizing the platform ("Subscriber", "Medical Practice", "Clinic", or "you").

By creating a clinic tenant, issuing practitioner logins, or accessing MediCore via Web, Mobile, or API, you confirm that you possess lawful authority to bind your medical practice and that all practicing healthcare professionals utilizing the software hold active, unencumbered registrations with the Health Professions Council of South Africa (HPCSA), South African Nursing Council (SANC), South African Pharmacy Council (SAPC), or Allied Health Professions Council of South Africa (AHPCSA).

2. Clinical Scope & Non-Interference with Medical Discretion

2.1. Practitioner Autonomy: Nothing in the platform, user interfaces, or automated prompts shall be construed as modifying, restricting, or directing the professional clinical judgment of a registered practitioner.

2.2. ICD-10 Diagnostic & Procedure Coding: MediCore provides World Health Organization (WHO) and Council for Medical Schemes (CMS) ICD-10 and South African Medical Association (SAMA) procedure code lookups strictly as administrative reference assistance. The treating clinician is exclusively responsible for verifying diagnostic coding accuracy prior to submitting medical aid claims or clinical documentation.

2.3. Electronic Prescriptions & Scheduling: MediCore facilitates digital generation of prescriptions pursuant to Section 22A of the Medicines and Related Substances Act (Act 101 of 1965). Practitioners are solely responsible for verifying drug dosages, contraindications, patient allergy profiles, and Schedules 1 through 6 dispensing regulations. TVB Network accepts zero liability for adverse drug events, allergic reactions, or medication errors.

3. Database Architecture & Dedicated Medical Shards

3.1. Multi-Database Sharding: MediCore operates under an enterprise multi-database architecture hosted on Google Cloud BigQuery. Default administrative records reside in MEDICORE_DB_CLIENTS, while operational health data (consultations, clinical notes, prescriptions, laboratory results, vital telemetries) is strictly isolated within dedicated client tables (biz_<clientId>) across operational functional databases.

3.2. Zero Cross-Tenant Contamination: No medical practice or practitioner can access, query, view, or cross-reference patient dossiers, clinical records, or financial billings belonging to any other practice or tenant.

3.3. Data Encryption: All electronic health records, patient identifiers, and diagnostic histories are encrypted in transit via TLS 1.3 and at rest utilizing Google Cloud AES-256 cryptographic keys.

4. POPIA Special Personal Information & Statutory Retention

4.1. Special Personal Information (Sections 26 & 32 POPIA): The Subscriber acknowledges that patient medical records constitute "Special Personal Information" under Act 4 of 2013. The Medical Practice serves as the statutory Responsible Party, and TVB Network operates strictly as the Operator (Section 21) processing health data exclusively upon the documented instructions of the Medical Practice.

4.2. Statutory Medical Record Retention: In compliance with the HPCSA Ethical Guidelines (Booklet 9) and the National Health Act:

• Adult patient clinical records must be retained for a mandatory minimum of six (6) years from the date of last clinical intervention.
• Clinical records of minors must be retained until the patient reaches twenty-one (21) years of age (or six years after death if deceased prior to majority).
• Obstetric and maternity records must be retained for a minimum of twenty-five (25) years.

Subscribers are prohibited from requesting deletion of active medical history prior to the expiration of these statutory thresholds.

5. Subscription Fees, ZAR Billing & Payment Gateway

5.1. Pricing & Currency: All SaaS subscription fees for MediCore tiers are denominated in South African Rand (ZAR) exclusive of VAT unless explicitly stated. Subscriptions are billed on a recurring monthly or annual basis.

5.2. Payment Processing: Transactions are securely processed via Paystack or direct Electronic Funds Transfer (EFT). TVB Network does not store plaintext payment card or bank account credentials on application servers.

5.3. 14-Day Free Evaluation: New practices receive a 14-day fully featured operational trial. Subscriptions may be canceled at any time during the trial without charge.

6. Service Levels, Force Majeure & Limitation of Liability

6.1. Uptime Commitment: TVB Network targets 99.9% application uptime for MediCore web and API endpoints, excluding scheduled maintenance announced with at least 48 hours notice.

6.2. Force Majeure & Load Shedding: TVB Network shall not be held liable for clinical downtime or local connectivity failures caused by national electricity grid shedding (Eskom/Municipal), telecommunication backhaul fiber severance, or localized practice hardware malfunctions. Clinics are required to maintain emergency offline paper triage protocols.

6.3. Liability Cap: To the maximum extent permitted by South African law, TVB Network's cumulative financial liability for any direct claims arising under this agreement shall be strictly capped at the total subscription fees paid by the Medical Practice during the three (3) calendar months preceding the incident.

7. Governing Law & Jurisdiction

This Agreement and all non-contractual obligations arising from it shall be governed exclusively by the laws of the Republic of South Africa. Any disputes that cannot be settled amicably within thirty (30) days of formal written notice shall be submitted to the non-exclusive jurisdiction of the High Court of South Africa, Gauteng Local Division (Johannesburg).