MIMS CIS TERMS OF USE

Notice: As a part of the intra-group company restructuring, MIMS Medica Sdn Bhd, an affiliate of MIMS Pte. Ltd., has decided to transfer its CIS business to SENIOR MARKETING SYSTEM SDN.BHD. with effect from Dec 22, 2017. As a result of this business transfer, the contractual status of MIMS Medica Sdn Bhd under the MIMS CIS Terms of Use and the MIMS CIS Privacy Policy together with its all rights and obligations, registered matters of users, medical information and other customer information provided thereunder have been transferred to, and assumed by, SENIOR MARKETING SYSTEM SDN.BHD.

 

Article 1 (Purpose)

Senior Marketing System Sdn. Bhd. (“SMS”) has prescribed these MIMS CIS Terms of Use (“Terms of Use”) for provision of SMS’s Service, and shall grant a license to Users for the use of the Service. Irrespective of whether it is during the Free Trial Period or after the start of the Paid Service, Users shall use the Service by observing the Terms of Use as well as the Privacy Policy and other provisions prescribed by SMS in relation to the Service. Please note that a User shall be deemed to have agreed to the Terms of Use, the Privacy Policy and other provisions prescribed by SMS once it starts to use the Service.

Article 2 (Definitions)

The meaning of the terms used in the Terms of Use shall be as defined in each of the following items.

  1. “Site” means the website that is managed and operated by SMS under the name of “MIMS CIS”.
  2. “Service” means the cloud-type business support system for clinics provided by SMS to Users on the Site and various devices that are used for web service applications and stand-alone applications related to the Site, and all services and information that are provided through the system.
  3. “User Name” means a unique name for each User issued by SMS upon use of the Service in order to identify Users.
  4. “Password” means a character string for identifying Users through a cross-check with the User Name upon use of the Service.
  5. “User(s)” means a user of the Service who is authenticated based on the User Name and the Password.
  6. “Paid Service” means Service that is provided for a fee.
  7. “Free Trial Period” means a period where the Service is provided for free; specifically, the period from the contract start date to the day before the start date of the Paid Service.
  8. “Beta Version Provision Period” means a period where the Service is offered for trial use to Users in the developmental stage in order to improve the function, performance, usability, design and other aspects through feedback from Users, and shall end on the day that is displayed on the Site by SMS as the end date of the Beta Version Provision Period.

Article 3 (Amendment to the Terms of Use)

  1. SMS may amend the Terms of Use at any time when SMS deems necessary; provided, however, that, after amending the Terms of Use, SMS shall promptly notify Users to such effect by posting the notice of the amendment on the Site.
  2. Unless separately prescribed by SMS, the amendment of the Terms of Use shall come into force at the time that the amended Terms of Use is displayed on the Site. In such case, the amended Terms of Use shall apply for the use of the Service.

Article 4 (Handling of Personal Information)

  1. The registered information of a User and information related to a User (including healthcare professionals and other clinic-related personnel) and its patients acquired by SMS shall be handled in accordance with the Privacy Policy separately prescribed by SMS. Please make sure to read the Privacy Policy before using the Service. User shall be deemed to have agreed to the Privacy Policy once it starts using the Service.
  2. Upon using the site, User shall offer a prior explanation to its patients who are the information subjects and obtain the general consent of such patients with regard to the storage of medical information related to patients including but not limited to patients’ attributes, medical data, clinic’s accounting data, prescription data (collectively, “Medical Information”) in servers and other peripheral equipment (“Server and Other Equipment”) which are required for operating the Service by SMS, and the secondary use of the Medical Information stored in the Server and Other Equipment by SMS for the purposes set out in the Privacy Policy. User shall be deemed to have offered the foregoing explanation to its patients who are the information subjects, and have obtained the general consent of such patients once it starts using the Service.
  3. SMS shall place the information related to Users and their patients stored in the Server and Other Equipment in a state where such information can be downloaded by Users from a URL designated by SMS for a period of three (3) months after the expiration of the contract period of the Service (irrespective of whether it was during the Free Trial Period or after the start of the Paid Service), and may thereafter delete such information from the Server and Other Equipment upon request for deletion by User or in SMS’s sole discretion.

Article 5 (System Environment)

Any purchase and configuration of equipment related to the system environment of terminals or the like required for the use of the Service shall be made at the responsibility and expense of Users. SMS shall not be responsible for any problems arising from the equipment used in the system environment.

Article 6 (Management of User Name and Password)

  1. Users may not share their User Name and Password with a third party, or lease or disclose the same to a third party.
  2. If a User breaches the provision of the preceding paragraph, SMS may delete the User Name and Password of the User at its own discretion, and SMS shall not be liable even if the User or a third party consequently suffers any damage.
  3. Users are responsible for managing their User Name and Password.

Article 7 (Assignment of Status under the Terms of Use)

  1. Users may not assign, sell or offer as security to a third party or otherwise dispose their status and rights under the Terms of Use without SMS’s prior written consent.
  2. If SMS transfers its business pertaining to the Service to another company, SMS may transfer, pursuant to such business transfer, its status under the Agreement for the use of the Service, rights and obligations under the Terms of Use, registered matters of Users, Medical Information and other customer information to the transferee of the business transfer, and Users shall agree in advance to such transfer in this paragraph. The business transfer set out in this paragraph includes, not only ordinary business transfer but also a company split and all other cases where business may be transferred.

Article 8 (Scope of Warranty)

  1. SMS shall provide the Service to Users “as is” and “as available” as established by SMS, and cannot comply with any request for additional services from Users; provided, however, that, this does not mean SMS is denying its efforts to improve the Service, and SMS shall accept opinions from Users regarding the Service at all times.
  2. SMS shall not in any way warrant the matters listed below, and shall not be liable in any way for damage suffered by Users or third parties therefrom:
    • contents of the Service conform to all requirements of Users or are beneficial;
    • a part or all of the Service will not be suspended, discontinued or abolished;
    • contents of the Service will not be changed or deleted;
    • the Service will be provided in a timely manner;
    • the Service is safe;
    • the Service is free from errors;
    • the Service is free from defects;
    • the acts conducted by Users by using the Service will conform to the specific purpose of Users;
    • information stored in the Server and Other Equipment will not be lost; and
    • Users will be able to achieve positive results, such as the streamlining of business activities, by using the Service.
  3. SMS may in certain cases delete the information stored by Users at its own discretion. SMS shall not be liable in any way for any damage suffered by Users or third parties caused by or in relation to the deletion of information stored by Users. Furthermore, in principle, SMS shall not deal with any complaints by Users or third parties regarding the deletion of information.
  4. SMS shall strictly store and manage the information stored by Users and take particular care for protection of such information. SMS shall exert efforts for restoring the stored information or restoring the Service to the extent that such restoration is technically possible in the case where a part or all of the information of Users or their patients stored in the Server and Other Equipment is lost or falsified by a third party or the Service is suspended; provided, however, that, SMS shall not be liable for any damage suffered by Users or third parties arising from the divulgence, loss or falsification of information stored by Users or the suspension of the Service unless it is resulting from SMS’s willful act or gross negligence.
  5. SMS shall not be liable in any way for any damage to computers and other equipment and data of Users or third parties caused by or in relation to the use of the Service unless it is resulting from SMS’s willful act or gross negligence.
  6. SMS shall not be responsible in any way regarding compliance of the texts, images and other information stored by Users with the internal rules of corporations or organizations to which such Users or third parties belong.

Article 9 (Prohibited Matters)

The Service prohibits the following acts upon the use of the Service. If SMS confirms that a User is conducting any of the prohibited acts, SMS may, at its own discretion, take necessary and appropriate measures such as warning to the User, deletion of information stored on the Site, and deletion of the user registration. The authority to decide the measures to be taken shall solely belong to SMS, and SMS shall not accept any inquiries or complaints concerning SMS’s decision.

  1. Act that infringes or may infringe patent rights, utility model rights, design rights, trademark rights, copyrights, trade secrets and other intellectual property rights of SMS or third parties.
  2. Act that infringes or may infringe the property, privacy rights or portrait rights of third parties.
  3. Act that is in violation of public order and morality or laws and regulations.
  4. Criminal act or involvement in a criminal act.
  5. Use of the Service by impersonating others or use of the Service for commercial business without SMS’s permission.
  6. Collection or disclosure of the personal information of others without a consent or through fraudulent means.
  7. Act that sends harmful computer programs or files containing viruses.
  8. Other acts that SMS considers to be inappropriate based on rational grounds such as an act of obstructing or hindering the operation of the Service or the use of the Service by others.

Article 10 (Service Fee and Contract Period)

  1. Users shall pay SMS’s prescribed service fee (“Service Fee”) upon the use of the Paid Service.
  2. The Service shall become the Paid Service if a User agrees to the shift to the Paid Service before the expiration date of the Free Trial Period and the Service Fee shall be incurred from the day following the expiration date of the Free Trial Period.
  3. The Service Fee shall be as stipulated in the “Price List” posted on the website of the Service. SMS may revise the Service Fee at its own discretion without a prior approval of Users, and Users shall use the Service after understanding that the Service Fee may be revised in the manner described above; provided, however, that, SMS shall promptly notify Users upon revision of the Service Fee.
  4. Revision of the Service Fee shall come into force at the time that the price list of the new Service Fee is displayed on the website of the Service.
  5. The contract term after the start of the Paid Service shall be on a monthly basis (the period from the start date of each contract term to the day immediately preceding the day which corresponds to the start day in the following month shall be deemed one (1) month, and if the following month does not include such corresponding day, the period up to the end of the following month shall be deemed one (1) month), and the contract term shall be automatically renewed for the following month unless the User separately requests the cancellation of the Paid Service by sending an email to SMS’s email address (support@mimscis.com), which is used for accepting cancellation requests, before the expiration of the contract term. When a User makes a cancellation request, the contract shall end as of the expiration of the remaining contract term, and SMS shall not refund or discount the Service Fee for the period from the day that the cancellation request was made on a pro-rate basis.
  6. The Service Fee shall be charged in units of one (1) month contract terms reckoned from the start date of the Paid Service, and the Service Fee shall not be calculated on a pro-rate basis even when a User concludes a contract in the middle of a month.
  7. If a User delays the payment of the Service Fee, the User shall pay a delinquency charge at a rate of 14.6% per annum or the applicable statutorily mandated rate if the rate provided herein is deemed excessive.

Article 11 (Settlement)

  1. If SMS considers that an event corresponding to any one of the following items has occurred, SMS may, based on its own discretion, prohibit or suspend the use of the Service or take other necessary measures without notification to Users:
    • impairment or infringement of the reputation, credibility or privacy of SMS or third parties, or there is a possibility thereof;
    • infringement of the copyrights or other intellectual property rights of SMS or third parties, or there is a possibility thereof;
    • loss of, damage to or leakage of the system or data of SMS or third parties, or there is a possibility thereof;
    • unauthorized use of the User Name and the Password, or there is a possibility thereof;
    • an illegal act, an act of inciting or facilitating an illegal act, or an act that may result in such act;
    • an act of obstructing SMS from providing the Service, or an act that may result in such act;
    • an act of obstructing or hindering the use of the Service by a third party, or an act that may result in such act;
    • breach of the Terms of Use by a User;
    • a User had been prohibited from using the Service on grounds of previously breaching the Terms of Use or other explanatory notes prescribed by SMS;
    • delay in payment of the Service Fee by a User; or
    • other events based on which SMS considers necessary to prohibit or suspend the use of the Service or take other necessary measures.
  2. If SMS takes measures against a User such as prohibiting or suspending the use of the Service, SMS shall not be obligated to disclose the reason thereof to the User.

Article 13 (Copyrights, etc.)

  1. Copyrights in the texts, images, videos, music, voices and programs configuring the Service shall belong to SMS.
  2. Users may not reprint, replicate, analyze, modify, translate, lease, sell, distribute or create derivative works in connection with the rights set out in the preceding paragraph without the approval of SMS or the author.

Article 14 (Disclaimer)

  1. If a dispute arises between Users of the Service, the dispute shall be resolved between such Users, and SMS shall not take any measures or be responsible in any way.
  2. If a User infringes the rights of others (impair the reputation of others, infringe the privacy rights of others, disclose personal information of a third party without consent, violate the Copyright Act, etc.), User must settle the claim for such infringement at its own responsibility and expense, and SMS shall not take any measures or be responsible in any way.
  3. If a User fails to obtain the general consent of patients with regard to handling of the Medical Information stored in the Server and Other Equipment in accordance with SMS’s Privacy Policy and the secondary use of such Medical Information for the purposes set out in the Privacy Policy, SMS shall not be liable in any way for any damage suffered by the patients arising from the secondary use of the Medical Information, and the User shall resolve all disputes at its own responsibility and expense. If SMS consequently suffers damage or incurs expenses, the User shall compensate SMS for such damage suffered or expense incurred.
  4. SMS shall not take any measures or be responsible in any way for any direct or indirect damage suffered by Users or third parties arising from the loss or leakage of data by Users or the use of the Service for any purpose other than the intended purpose.
  5. SMS shall not be liable in any way for any damage suffered by Users or third parties arising from the leakage, loss or falsification of information by a third party, unless it is resulting from SMS’s willful act or gross negligence.
  6. SMS shall not be liable in any way for any damage suffered by Users or third parties arising from the delay, suspension, change, termination, registration, prohibition of use, or suspension of use of the Service, unless it is resulting from SMS’s willful act or gross negligence.
  7. SMS shall not be liable in any way for any damage suffered by Users or third parties arising from the termination of the Service during the Beta Version Provision Period.
  8. SMS shall not be liable in any way for any damage arising from the lack of capacity to provide the Paid Service due to the drastic increase in the number of users or other reasons.
  9. SMS shall not be liable in any way for any indirect, incidental, punitive or derivative damage arising in relation to the Service (including, but not limited to, the delay, non-performance or suspension of the Service).
  10. The liability of SMS against a User under the Terms of Use shall be limited to the total amount of the Service Fee that the User has paid to SMS during the past three (3) months for each event from which the damages have arisen.

Article 15 (Suspension of Service)

SMS may, at its own discretion, suspend the provision of the Service by notifying Users before or after the suspension if any of the following items applies.

  1. SMS considers that the maintenance, inspection or servicing of the Server and Other Equipment is necessary.
  2. SMS considers that the suspension of the Service and Other Equipment is necessary as a means for preventing the infection of computer viruses.
  3. Provision of the Service becomes impossible due to a large-scale disaster or other force majeure.
  4. SMS otherwise determines that the suspension of the Service is necessary from an operational or technical perspective.

Article 16 (Termination of Service)

  1. SMS may change the contents of all or a part of the Service or suspend the provision of the Service without prior notice to Users whenever it deems necessary; provided, however, that, SMS shall promptly notify Users to such effect.
  2. Users shall use the Service after understanding and acknowledging that there is a possibility that the Service may be terminated during the Beta Version Provision Period.

Article 17 (Compensation for Damage)

If a User breaches the Terms of Use, SMS may seek damages, seek an injunction, or any other claim against the User.

Article 18 (Governing Law and Agreed Jurisdiction)

  1. The Terms of Use shall be governed by the laws of Malaysia.
  2. All disputes, arguments or disagreements arising between the parties arising out of or in connection with the Terms of Use shall be referred to and finally resolved by arbitration in the Kuala Lumpur, Malaysia in accordance with the arbitration rules of the Kuala Lumpur Regional Centre for Arbitration. The arbitration proceedings shall be in English, and the number of arbitrators shall be one (1) arbitrator.

MIMS CIS Terms of Use

Updated on 22 December 2017

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