Terms of Service

1. Acceptance of these terms

By creating an account, signing a subscription order form, or otherwise accessing the VeloMed OS platform (the "Platform") you ("Customer", "you") agree to be bound by these Terms of Service (the "Terms"). If you are entering these Terms on behalf of an entity you represent that you have authority to bind that entity.

2. Definitions

• Services — the VeloMed OS subscription modules including Emergency Dispatch, Remote Clinics, Ambulance Rental, Training & Certification, Provider App, Patient App, Call-Center Console, and Superadmin Control Plane.
• Subscriber — the entity named on the order form.
• End User — any natural person authorised by Subscriber to use the Services.
• Customer Data — all data Subscriber or its End Users submit to the Platform.
• PHI — protected health information as defined in HIPAA and KSA MoH policies.

3. Eligibility & accounts

Use of the Platform is restricted to entities and individuals legally permitted to provide or receive healthcare and emergency-response services in their jurisdiction. You are responsible for the accuracy of account information, the confidentiality of credentials, and all activity under your account.

4. Subscription, fees & billing

• Subscription tiers, included quotas, and pricing are defined in the executed order form or, for self-service plans, at /pricing.
• Fees are invoiced in advance on a monthly or annual basis and are non-refundable except where required by mandatory law.
• Late payments accrue interest at the lower of 1.5% per month or the maximum rate permitted by Saudi commercial law.
• VeloMed may suspend Services for non-payment after 14 days' written notice.

5. Permitted use

You may use the Services solely for lawful business purposes consistent with the documentation. You may not:

• reverse engineer, decompile, or extract the source code of the Platform;
• resell, sublicense, or operate the Services as a service bureau without a written reseller agreement;
• use the Services to transmit malware, conduct intrusion testing without prior written authorisation, or attempt to bypass rate limits;
• input personal data of any person who has not consented in accordance with applicable law;
• use the Platform in violation of KSA, GCC, or applicable export-control sanctions (including OFAC, EU, and UN lists).

6. Clinical responsibility

VeloMed provides the technology infrastructure. Clinical decisions, triage outcomes, prescriptions, and procedural care are the sole responsibility of the licensed clinicians and emergency-response personnel of the Subscriber. VeloMed is not a healthcare provider and does not practise medicine.

7. Data protection & security

The processing of personal data and PHI is governed by the Privacy Policy, the HIPAA Notice, and the Data Processing Addendum ("DPA") executed by the parties. The DPA forms an integral part of these Terms for Subscribers in regulated jurisdictions.

8. Service levels

VeloMed targets 99.9% monthly uptime for production tenants on Growth, Scale, and Enterprise plans, measured excluding scheduled maintenance windows announced at least 72 hours in advance. Service credits, where applicable, are described in the order form.

9. Confidentiality

Each party will protect the other's Confidential Information with the same degree of care it uses for its own confidential information of like importance, and in no event less than reasonable care. PHI is treated as Confidential Information of the Subscriber.

10. Intellectual property

VeloMed retains all right, title, and interest in the Platform, the documentation, and any improvements, including derived analytics. Subscriber retains ownership of Customer Data. Subscriber grants VeloMed a non-exclusive, worldwide, royalty-free licence to host, process, and transmit Customer Data solely to provide and improve the Services and to produce de-identified aggregate analytics.

11. Third-party integrations

Where the Services interoperate with third-party systems (Nphies, CHI, payment processors, mapping providers, OAuth providers), Subscriber's use of those systems is governed by their respective terms.

12. Warranties & disclaimers

The Platform is provided "as is" and "as available". VeloMed disclaims all implied warranties of merchantability, fitness for a particular purpose, and non-infringement to the maximum extent permitted by law. VeloMed does not warrant uninterrupted or error-free operation.

13. Limitation of liability

To the maximum extent permitted by law:

• Neither party shall be liable for indirect, incidental, special, consequential, or punitive damages;
• VeloMed's aggregate liability under these Terms shall not exceed the fees paid by Subscriber in the twelve (12) months preceding the event giving rise to the claim;
• The limitations above do not apply to (i) Subscriber's payment obligations, (ii) either party's indemnification obligations, (iii) breach of confidentiality, or (iv) gross negligence or wilful misconduct.

14. Indemnification

Each party will defend, indemnify, and hold the other harmless from third-party claims arising from the indemnifying party's (a) breach of these Terms, (b) violation of applicable law, or (c) infringement of third-party IP rights, subject to prompt notice and reasonable cooperation.

15. Term & termination

These Terms commence on the order-form effective date and continue for the subscription term. Either party may terminate for material breach uncured after 30 days' written notice. On termination Subscriber's access ceases; Customer Data is exported on request for 30 days, then deleted in line with the Privacy Policy retention schedule.

16. Governing law & jurisdiction

These Terms are governed by the laws of the Kingdom of Saudi Arabia. Disputes will be submitted to the exclusive jurisdiction of the competent commercial courts in Riyadh. For Subscribers based elsewhere in the GCC, the parties may elect arbitration under the DIFC-LCIA or GCC Commercial Arbitration Centre rules.

17. Force majeure

Neither party is liable for failures due to events beyond reasonable control including acts of God, war, terrorism, civil unrest, governmental action, network or power outages of public infrastructure, and pandemics.

18. Notices

Notices to VeloMed shall be sent to legal@velomedos.com. Notices to Subscriber shall be sent to the administrator email on the order form.

19. Entire agreement

These Terms, together with the order form, DPA, and any incorporated policies, constitute the entire agreement between the parties and supersede all prior agreements on the subject matter.