Medical and Dental Practitioners Council of Zimbabwe is a statutory body established in terms of Section 29 of the Health Professions Act (Chapter 27:19) whose responsibility is to regulate the medical and dental professions in Zimbabwe. The functions of the Council inter-alia are to register, educate and discipline Healthcare Service Providers (HSPs). The Partner must be registered and in good standing with the Association of Healthcare Funders of Zimbabwe.
1. Definitions
1.1 “Activation date” refers to the start date of the contract;
1.2 “Cooling off period” refers to five days after the electronic contract has been signed, during which time this contract may be cancelled without prejudice to the HSP;
1.3 “Benefactors” means the payer of the Services on behalf of the Beneficiary;
1.4 “4U HEALTH GROUP” or “the Company” means 4U Health Group Proprietary Limited, a private company registered as such under the laws of the Republic of South Africa, with company registration number 2019/412584/07 and having its principal place of business at 153 Turnhouse Street Highveld Centurion and that has created the Application;
1.5 “KWALI Website” refers to the automated, online, software website developed by 4U HEALTH GROUP which Health Service Providers (HSPs) subscribe to and allows Beneficiaries to pay Partners for medical services. The KWALI Website includes Services, all content of the KWALI Website, the source code of the KWALI Website, upgrades, modified versions, updates, additions, and copies of the KWALI Website in respect to which the rights are granted to you under this Subscription Terms and Conditions;
1.6 “Kwali Partners” or "HSPs" or “Partners” means the approved; such as Doctors, Dentists, Pharmacists, Hospitals and other specialists with a valid practice number; (with a minimum of a completed Professional Qualifications i.e. medical degrees etc certified by a Notary Public.), and is registered as a HSP on the KWALI Website, who will also exclusively operate in this capacity with KWALI;
1.7 “Health Care Services” means the furnishing of medicine, medical or surgical treatment, nursing, hospital service, dental service, optometrical service, complementary health services or any or all of the enumerated services or any other necessary services of like character, whether or not contingent upon sickness or personal injury, as well as the furnishing to any person of any and all other services and goods for the purpose of preventing, alleviating, curing or healing human illness, physical disability or injury.
1.8 “Beneficiaries” mean the general public who identified the HSP on the KWALI Website and approached the HSP to deliver medical services and also registered on the KWALI Website.
1.9 “Kwali Services” means the Application or Website services agreed between KWALI and the Healthcare Service Providers, KWALI and Beneficiaries and KWALI and Benefactors, respectively.
1.10 “Subscription Terms and Conditions” or “contract” mean these terms and conditions accepted by the HSP for delivery of the Services for the Transaction Fee;
1.11 “Terms of Use” or “Terms” mean this HSP Terms and Conditions for the use of the KWALI Website which govern your access to and use of the Website and Services; and
1.12 “Transaction commission (fees)” means a 5% fixed percentage of payment made to KWALI Partner by the Beneficiary after assessing health services at the KWALI Partner.
This transaction commission is deducted from the KWALI Partner balance upon completion of a successful transaction.
2. Interpretations
2.1 Any reference to a statutory provision or enactment shall include references to any amendment, modification or re-enactment of such statutory provision or such enactment and any regulation or order made under such statutory provision or enactment.
2.2 Words importing a gender shall be treated as importing any gender.
2.3 Words importing the singular shall be treated as importing the plural and vice versa.
2.4 Expressions denoting a natural person shall be treated as including a juristic person and vice versa.
2.5 Clause headings and numbering are inserted for ease of reference only and shall not affect the construction of this Subscription Terms and Conditions.
2.6 Where any term is defined within the context of any particular clause in this Subscription Terms and Conditions, the term so defined shall, unless it appears clearly from the clause in question that such term has limited Website to the relevant clause, bear the meaning ascribed for all purposes in terms of the Terms, notwithstanding that such term has not been defined in clause 1.
2.7 The rule of construction that provisions are to be construed against the party responsible for drafting an agreement or part of an agreement or on whose behalf an agreement or part of an agreement was drafted shall not apply to these Subscription Terms and Conditions.
3. Provision of Services for HSPs
3.1 HSPs must register as a Kwali Partners and commit to the HSP Terms and Conditions to access and use Services. However, KWALI reserves the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) to HSPs or subject to other conditions that KWALI may impose in its discretion.
3.2 KWALI can provide Services to registered HSPs.
3.3 KWALI may in its sole discretion limit, deny or create different level of access to and use of any Services (or any features within the Services) concerning different HSP levels.
3.4 KWALI may launch, change, upgrade, impose conditions to, suspend, or stop any Services (or any features within the Services) with prior written notice to a fee-based Service, such changes will not substantially adversely affect the HSPs in enjoying that Service.
3.5 HSPs must keep details on profile up to date and not mislead or confuse Beneficiaries relating to professional capacity, and type of services they can offer.
3.6 HSPs agree that they are duly set up with essential resources to work from their registered office, surgery, remotely or online (as need be).
3.7 HSPs agree to meet minimum requirements such as surgery, office, staff, internet access, a cellphone, a computer or tablet and printer.
3.8 HSPs agree to adhere to professional standards, high service levels and professional conduct with Beneficiaries and colleagues, all of which uphold the honour and integrity of the profession.
3.9 HSPs warrant that they are in good standing with the Medical and Dental Practitioners Council of Zimbabwe and any other relevant council regulations and laws that they ought to be registered with.
4. Subscription Process
4.1 KWALI may reject subscribing HSPs, for not meeting the requirements or passed the necessary checks.
4.2 The HSP, by accepting these HSP Terms and Conditions, also accepts the Website Master Terms of Use of the KWALI Website.
4.3 Upon subscribing on the KWALI Website, KWALI will assign an account and issue a Partner ID and password (the latter will be chosen by a registered Partner during subscription) to each registered Partner.
4.4 A set of Partner ID and password is unique to a single account. Each Partner will be solely responsible for maintaining the confidentiality and security of your HSP and password and for all activities that occur under the account. No Partner may share, assign, or permit the use of your HSP account, ID or password by another person outside of the HSP or own business entity. The HSP agrees to notify KWALI immediately if you become aware of any unauthorised use of your password or your account or any other breach of security of your account.
4.5 The HSP agrees that all activities that occur under your account (including without limitation, posting any company or product information on the Website, Application or WhatsApp, clicking to accept the Website Master Terms of Use, subscribing to or making any payment for any Services, or sending emails using the email account) will be deemed to have been authorised by the HSP.
4.6 The HSP will conduct him or herself professionally and with the highest standard at all times. The HSP will do nothing that will put Partners or KWALI in a bad light or disrepute.
4.7 The Partners agree and warrant that when they register as a HSP on the KWALI Website, they will also exclusively operate in this capacity with KWALI for a period of no less than 6 (six) years from date of registration and as per clause 10 below. They further warrant that they will not divulge any confidential information pertaining to the intellectual property of the Company and the KWALI Website and Application.
5. Terms and Conditions of Payment
5.1 In consideration for the Services obtained through the KWALI Website, the HSP shall pay the agreed Transaction Fee as determined in the HSP Terms and Conditions.
5.2 At any point after the Partners have provided the Health Care Services, they will be entitled to request payment of their funds from KWALI to their nominated South African bank account. Should a Kwali Partner need funds transferred internationally, this will be processed at their cost.
6. Duration of Contract
This contract will commence on the Activation Date and, subject to the terms of this contract, will continue for an indefinite period unless otherwise stated until terminated by either party on not less than 1 (one) calendar month’s written notice. The notice should be sent to is mercym@health4ugroup.com
7. Limitations of Liability
7.1 Whilst KWALI will use its best efforts to ensure that all information is displayed correctly, the HSP shall have no claim of any nature against KWALI for any loss or damages including but without being limited to consequential damages which the HSP may suffer as a result of, without limiting the generality of the foregoing, any error in or omission from its Services on the KWALI Website in any way.
7.2 The HSP hereby acknowledges and accepts that in no event will KWALI be liable for any loss or damages including consequential damages which the HSP may suffer as a result of any downtime of any computer system on which the KWALI Website relies, or to which the KWALI Website is connected, for any reason whatsoever including but expressly without being limited to any act of Force Majeure, computer viruses and the like.
7.3 KWALI and the HSP acknowledge that this contract and the Website Master Terms of Use constitute the entire agreement between the parties. These terms and conditions are to be applied in conjunction with the Website Master Terms and Conditions of use.
7.4 KWALI subscribes to the guidelines as stipulated by the Medical and Dental Practitioners Council of Zimbabwe, Health Professions Act, Medical Services Act, Code of Conduct and any other relevant Act.
8. Protection of Personal Information
8.1 For this clause, the words, “personal information”, “process” and “responsible party” have the meanings given to them in the Protection of Personal Information Act, 2013 (POPI).
8.2 Each party must comply with their obligations under POPI to personal information in respect of which they are the responsible party.
8.3 Each party must secure the integrity and confidentiality of any personal information of each other or third parties which they process by taking appropriate, reasonable technical and organisational measures to prevent its loss, damage, unauthorised destruction and unlawful access or processing.
8.4 To do so, the parties must take reasonable measures to; identify all reasonably foreseeable internal and external risks to personal information in its possession or under its control; establish and maintain appropriate safeguards against the risks identified; regularly verify that the safeguards are effectively implemented and ensure that the safeguards are continually updated in response to new risks or deficiencies in previously implemented safeguards.
8.5 The Kwali Partners consent to their professional details being shared on the Kwali social media platforms for marketing purposes and in accordance to the Company’s POPI policy. This disclosure will allow the Partners to receive more attention from Benefactors and Beneficiaries.
9. Breach
9.1 Should either party (Defaulting Party) breach of any of the provisions of this Agreement, then the other party (Aggrieved Party) may give the Defaulting Party 14 days’ written notice, or such longer period as the Aggrieved Party may specify in the notice, to remedy the breach.
9.2 If the Defaulting Party fails to comply with the notice, the Aggrieved Party may: claim immediate payment and/or performance by the Defaulting Party of all of the Defaulting Party’s obligations that are due for performance; or cancel this Agreement upon written notice to the Defaulting Party where the breach constitutes a material breach, in either event without prejudice to the Aggrieved Party’s right to claim damages or to exercise any other rights that the Aggrieved Party may have under this contract or in law.
9.3 If a HSP shows continuous misbehaviors or unprofessional conduct, KWALI reserves the right to remove or block the HSP from the KWALI Website, Services and directory.
10. Intellectual Property
10.1 The HSP represents to KWALI and unconditionally guarantees that all text, graphics, photos, designs, trademarks, hyperlinks or other content comprising any content including but not limited to articles or advertisement are owned by the HSP, or that the HSP has permission from the rightful owner to use each of these elements, and will hold harmless, protect, indemnify and defend KWALI from any liability, including any claim or suit, threatened or actual, arising from the use of such elements furnished by the HSP. The HSP further represents to KWALI that any domain names or URL listing for any website does not infringe, dilute or otherwise violate third-party rights or trademarks.
10.2 All text, graphics, photos, designs, trademarks, service marks, trade names, hyperlinks or other content comprising any advertisement, provided, leased or licensed to QUALI, concerning QUALI’s performance of the Services, are the sole property of the HSP, and KWALI has no ownership or other intellectual property rights in or to such items. KWALI will not, without the prior written consent of the HSP, use or mention the HSP’s name, or publish or distribute any materials provided, leased, or licensed to QUALI, for any purpose not specified in this Agreement.
10.3 All text, graphics, photos, designs, trademarks, hyperlinks or other content on the KWALI Website are the property of KWALI and the HSP has no ownership rights or other intellectual property rights in or to such intellectual property, as provided for in the Website Master Terms and Conditions.
10.4 Any violations of the intellectual property clause in this contract or the Website Master Terms of Use, may result in a range of actions, including without limitation to removal of listings, posting restrictions, account suspension, termination of Services.
11. Transactions Between HSPs and Beneficiaries
11.1 Through the KWALI Website, KWALI provides electronic web-based platforms for facilitating payment, exchanging information and contact details between Beneficiaries and the HSPs of medical services.
11.2 KWALI additionally provides electronic web-based platforms for HSPs to place, accept, conclude, confirm and manage on the KWALI Website provision of medical services subject to this contract. However, for any medical services offered by the HSP, KWALI does not represent either the HSPs or the Beneficiary in specific transactions. KWALI does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the medical services offered for sale on the KWALI Website or the ability of the HSPs to deliver the medical services.
11.3 HSPs are solely responsible for all of the terms and conditions of the transactions conducted with Beneficiaries, through or as a result of the use of the Website or Services, including, without limitation, terms regarding payment, returns, warranties, public liability cover, and taxes.
11.4 The HSP and Beneficiary agree to release and indemnify KWALI (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.
12. Dispute resolution
12.1 Disputes must be referred to senior executives of each Party with settlement authority as soon as possible for attempted resolution. The parties’ senior executives must attempt to resolve the dispute as speedily as possible and will meet as often as necessary to do so. Any settlement must be recorded in writing and signed by authorised persons on behalf of each party
12.2 The senior executives will have failed to resolve the dispute when either party declares this to be the case. If the dispute is not resolved by the senior executives, the dispute will be resolved by way of arbitration at the instance of either Party.
12.3 You agree that all disputes between you and us (whether or not such dispute involves a third party) concerning your relationship with us, including without limitation disputes related to this contract, Website Master Terms of Use, your use of the Services, and/or rights of privacy and/or publicity, will be resolved by binding, individual arbitration under the Arbitration Federation Of Southern Africa (“AFSA”).
12.4 You also agree not to participate in consolidated claims involving another person's account, if we are a party to the proceeding. This dispute resolution provision will be governed by the Arbitration Act 42 of 1965. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms.
12.5 Any dispute arising out of or in connection with this contract must be resolved in terms of this clause 12.
12.6 This clause is a separate, divisible clause from the rest of this contract and will remain in effect even if the balance of this contract is nullified.
13. General
13.1 This contract and the Website Master Terms of Use are the whole agreement between the parties regarding its subject matter.
13.2 No addition to or variation or consensual cancellation of this contract, including this clause, affects unless in writing and signed by the parties.
13.3 No indulgence by a party to another party, or failure strictly to enforce the terms of this contract, is to be construed as a waiver or be capable of founding estoppel.
13.4 The parties undertake to do everything reasonable in their power necessary for or incidental to the effectiveness and performance of this contract.
13.5 Save as is specifically provided in this contract, no party is entitled to cede any of its rights or delegate any of its obligations under this contract without the prior written consent of the other party affected by the transfer of rights or obligations.
13.6 Any illegal or unenforceable provision of this contract may be severed, and the remaining provisions of this Agreement continue in force.
13.7 The parties each represent and warrant as follows; it has the full power, authority and right to perform its obligations under this contract; this contract is a legal, valid and binding obligation of each party, enforceable against it following its terms.
13.8 This Agreement is governed by South African law.
13.9 Subject to clause 12, the Parties unconditionally consent and submit to the non-exclusive jurisdiction of the High Court of South Africa, Gauteng Local Division, Pretoria regarding all matters arising from this contract.