Preliminary
These terms and conditions (the “Terms and Conditions”) describe the conditions of use of the services offered by HEURAL TECH S.A., CUIT 33-71831834-9, with registered address at Jorge Newbery 1519, 4to piso, Buenos Aires, Argentina, email [email protected], (hereinafter “Heural”) on its website www.heural.com, or in its mobile application (both hereinafter the “Heural Platform").
Your registration as a User (as defined below) and/or the use of the Heural Platform by you or by persons authorized by you constitutes the express, full and unreserved acceptance of each and every one of the clauses of the Terms and Conditions in the version published by Heural at the very moment the User uses the Heural Platform, and of any other information provided. If you do not agree with the Terms and Conditions, you must refrain from using the Heural Platform.
These Terms and Conditions apply to the use of the Heural Platform. It is important that you have read and understood these Terms and Conditions together with our Privacy Policy before using the Heural Platform. If you have difficulty understanding any aspect of these documents, please contact us at [email protected] and we will explain what it means for you.
Heural may modify the Terms and Conditions at any time by communicating such modifications to Users no less than thirty (30) calendar days before they take effect. New versions of the Terms and Conditions will be notified through: (i) publication of the latest updated and current version at www.heural.net/terminos, and in the mobile application and/or (ii) an email message addressed to the User.
1The Heural service
The innovation provided by Heural makes available to the user (hereinafter the “Users”) the development of software for the Personal Health Record, centered on the patient and with dynamic analysis of the patient’s lifestyle (hereinafter the “Service”).
The Heural Platform offers you the following features:
My H-Pal (Mobile)
Unified and portable health record
Upload and storage of test results
Appointment management
Follow-up of treatments and medical instructions
Integration with wearable devices
Electronic orders and prescriptions
Health and wellness suggestions
H-Chart (Web)
Customizable modules for outpatient EHR recording
Management of patient base, schedules and appointments
Interoperable tool
Decision-making support
Integration with international nomenclature standards
Data analysis tools
2Account registration
In order to use the Service, you must register an account. For that purpose, you must complete all the forms that Heural requires with truthful and up-to-date information. Heural may reject any registration request without the need to state a reason and without incurring any liability whatsoever.
Each User will open a single account, without prejudice to the enabling of various features that facilitate the provision of the Service, according to the User’s characteristics. With the same account, the User may occupy Seats in different Institutions, in accordance with Section 5. Heural may adopt the measures it deems appropriate, including the suspension of access to the account or its cancellation, to prevent multiple account registrations in the name of the same user.
Users represent and warrant that the information they provide will be truthful and current. Users also undertake to keep their registration data up to date at all times.
The falsity of the data provided will result in the immediate cancellation of your registration.
Your account, like the other rights granted to Users in these Terms and Conditions, may not be transferred or assigned, whether free of charge or for consideration.
3Capacity and representation of Users
Users represent and warrant to Heural that they have the legal capacity to enter into both the contract arising from the acceptance of these Terms and Conditions and any other agreement entered into with Heural.
When a user contracts a Subscription or accepts these Terms and Conditions on behalf of an Institution —in particular, the Account Holder—, they represent and warrant that they have sufficient authority to bind it, and the Institution is bound by such acts.
Persons under eighteen (18) years of age may not register as Users on their own. The account of a minor patient must be created and managed by their father, mother or guardian, who accepts these Terms and Conditions on their behalf and is responsible for the use of the account and for the information uploaded to it. Upon reaching the age of majority, the patient may request Heural, by email to [email protected], to take over the exclusive management of their account. The foregoing is without prejudice to the rights that the regulations in force grant to minors regarding the care of their own health, including those provided for in article 26 of the Argentine Civil and Commercial Code (Código Civil y Comercial de la Nación).
4Termination of the Service. Suspension or cancellation of accounts
4.1. Suspension or cancellation with cause. Heural may suspend or cancel the account of a User or of an Institution when the falsity of the data provided, improper use of the Platform, sharing of access credentials or any other breach of these Terms and Conditions is verified. Whenever the nature of the breach so permits, Heural will give prior notice to the User or to the Account Holder, as applicable, stating the reason and granting, when possible, a period to cure it. Non-payment of the Subscription is governed exclusively by section 5.6.
4.2. Cancellation without cause. Heural may discontinue the provision of the Service to an Institution without stating cause, by notifying the Account Holder no less than thirty (30) calendar days in advance. In that case, Heural will refund the proportional part of the amounts paid corresponding to the unused period, and the Institution will not be obliged to pay the remaining installments of the contracted annual term.
4.3. Account closure at the Institution’s request. The Account Holder may request the closure of the Institution’s account by email to [email protected]. Account closure is an action distinct from the cancellation or downgrade of a Plan provided for in section 5.3, and does not release the Institution from paying the sums owed nor, in annual subscriptions paid in installments, the remaining installments of the contracted annual term.
4.4. Clinical information. In all the cases provided for in this Section, the Account Holder may request the export of the medical records registered by the Institution by email to [email protected]; the manner, format and timeframes of the export will be coordinated with the requesting party. Once the account has been closed or cancelled, Heural will retain the clinical information registered by the Institution for the medical record retention period required by the regulations in force (article 18 of Law No. 26,529), without deleting it during that period; in the meantime, the Institution, through the Account Holder or whoever proves to represent it, may request its export as provided for in this section.
5Fees for the use of the Service and Subscriptions
Users will pay Heural a fee for the use of the Service according to the contracted plan. Heural currently offers the FREE and PLUS plans; their features, prices and current conditions are published within the Platform, in the Subscriptions section. Prices are expressed in Argentine pesos and include VAT (IVA). Heural may offer additional plans in the future, whose commercialization will be announced in due course and will be subject to these Terms and Conditions to the extent applicable.
For the purposes of this Section, “Institution” means the organization registered on the Platform that contracts a subscription; “Account Holder” means the user with the OWNER role on the Platform, responsible for the Institution and authorized to manage the subscription; “Seat” means the unit of access occupied by each user within the Institution, regardless of their role; “Plan” means the set of features and commercial conditions contracted by the Institution (currently, FREE and PLUS); “Fee” means the price corresponding to each Plan and/or Seat, as published on the Platform; and “Subscription” means the contractual relationship by which the Institution contracts a Plan subject to this Section.
If the person holding the status of Account Holder ceases to be linked to the Institution, the reassignment of the Account Holder role cannot be self-managed from the Platform: it must be requested from Heural at [email protected], upon proof of representation of the Institution.
5.1. Seats
Each user who accesses the Institution occupies a Seat, regardless of their role. The addition of a Seat may be requested at any time during the current period and the Seat becomes available immediately; the corresponding cost is charged at that same moment, for the amount proportional (prorated) to the time remaining in the current period. In annual-cycle subscriptions, that proportional charge is calculated on the months remaining until the end of the contracted annual term —the current month being counted as complete—, and the Account Holder pays it at the time of the request, separately from the Subscription installments, through the authorized payment provider and under the conditions it allows; the Seat becomes available once that payment is confirmed, and from the annual renewal onwards it is included in the Subscription amount. The removal of a Seat is requested one at a time and does not take immediate effect: the Seat and the access of the affected user are maintained until the end of the current period, at which point the removal becomes effective; in annual-cycle subscriptions, the Seat remains active until the end of the contracted annual term and the adjustment of the amount is reflected from the annual renewal onwards. While the period remains in force, the Account Holder may undo the request at no cost and with no effect on billing. Volume discounts may apply according to the number of Seats contracted, in accordance with the current schedule published by Heural. In the FREE Plan, which allows a single Seat, the request for an additional Seat does not generate a charge: it requires a change of Plan in accordance with section 5.3. Each user may be the Account Holder of only one Institution with a FREE Plan; in order to manage additional Institutions, these must have a paid Plan. Each Seat is for personal use and non-transferable; sharing access credentials between different users is prohibited.
5.2. Billing cycle
The subscription is billed monthly or annually, as chosen by the Account Holder when contracting. Each period is computed from the date the Subscription was contracted and renews on the same date of the following month (monthly cycle) or year (annual cycle). The payment method for the annual cycle (single payment or installments) will be the one allowed by the payment provider authorized under section 5.4 —currently, Mercado Pago— at the time of contracting, and will be informed on the Platform before it is confirmed. The Account Holder may request a change from the monthly to the annual cycle, or vice versa, at any time; the change does not generate a charge or immediate recalculation, it becomes effective at the next renewal, and Heural will inform the date on which it will take effect. When the payment provider’s conditions do not allow the change of cycle for the contracted payment method, the Platform will inform the reason instead of offering the option. The subscription renews automatically at the end of each period (monthly or annual), and the corresponding amount is debited through the registered payment method. Heural will send a notice prior to each renewal, no less than seven (7) calendar days in advance. To avoid renewal, the Account Holder must request the cancellation or downgrade of the Plan in accordance with section 5.3 before the renewal date.
5.3. Change of Plan
A Plan upgrade takes immediate effect upon confirmation of the corresponding payment and cannot be scheduled for a future date: every Plan upgrade requires completing the payment at the time of the request. A Plan downgrade and cancellation are requested from the Platform and are scheduled, without immediate effect: the Institution retains the contracted Plan and features until the end of the current cycle. Before the request is confirmed, information is provided on which features will be lost, which users will lose access and from when, and that the information generated while the paid Plan was in force is retained. While the cycle remains in force, the Account Holder may undo the scheduled cancellation or Plan downgrade, at no cost and without the need for a new payment. Once the cancellation or Plan downgrade becomes effective at the end of the cycle, contracting the Plan again requires a new, complete contracting, which does not inherit the renewal date, the number of Seats or the price of the previous subscription. Downgrading from a paid Plan to FREE does not entail the closure or cancellation of the Institution’s account on the Platform; these are distinct actions and must be requested separately. In annual subscriptions contracted in monthly installments, the cancellation or Plan downgrade does not release the Institution from paying the remaining installments corresponding to the contracted annual term: such installments continue to be debited according to the original schedule, and the Institution retains the contracted Plan, features and Seats until the end of that annual term, at which point the cancellation or Plan downgrade becomes effective.
5.4. Payment methods and receipts
The authorized payment method is Mercado Pago, by automatic debit. The Platform does not store or expose card data; all handling of payment data takes place within Mercado Pago’s secure environment. For Institutions whose number of Seats results in a billing amount exceeding the maximum debit limit allowed by the payment gateway, Heural may enable an alternative payment method through a specific commercial agreement (for example, bank transfer). The conditions of that agreement —amount, frequency and term— are established individually with the Institution and are reflected in its payment history within the Platform. For each charge corresponding to a paid Plan, Heural will issue the respective invoice in accordance with the tax regulations in force and will send it to the Account Holder by email to the address indicated by the Institution. The receipt issued by Mercado Pago evidences the payment, but does not replace that invoice. The FREE Plan does not generate charges or invoicing. The payment history, available within the Platform, includes the date, billed period, Plan, number of Seats, amount, status and the payment receipt issued by Mercado Pago.
5.5. Refund policy
The contracted Plan is paid in advance according to the cycle and payment method provided for in section 5.2, which enables access to the contracted features during the corresponding period. Unless the regulations in force provide otherwise —including, where applicable, the right of withdrawal provided for in article 34 of Law No. 24,240 for distance contracts—, payments made are non-refundable and do not give rise to credit notes for cancellations, Plan downgrades, or changes of Plan or cycle requested during an already paid period: the Institution retains access to the contracted Plan until the end of that period (in accordance with sections 5.1 and 5.3) and, in the case of a downgrade to FREE, also retains access to the registered health information. The right of withdrawal may be exercised within ten (10) calendar days from contracting, through the withdrawal button available on the Platform, at no cost or liability whatsoever for whoever exercises it.
5.6. Non-payment
If the payment method fails to process a charge —for example, due to cancellation of the automatic debit, rejection by the gateway or an expired card—, the Institution has a grace period of thirty (30) calendar days, counted from the expiration of the last period actually paid. During the first fourteen (14) days, the subscription continues without visible changes. From day fifteen (15) until the expiration of the grace period, a visible notice is displayed on the Platform with the exact date on which the Plan downgrade will be applied, together with the option to settle the payment. Once the grace period has expired without the payment being settled, the Institution moves to the FREE Plan. The move to the FREE Plan does not extinguish the sums owed by the Institution —including, in annual subscriptions paid in installments, the remaining installments of the contracted annual term in accordance with section 5.3—, the collection of which Heural may pursue through channels independent of the Platform and of the automatic debit. This downgrade does not interrupt users’ sessions nor block access to the Platform uniformly for all of them: the Seat corresponding to the FREE Plan remains operational for the Account Holder, and the rest of the Seats are deactivated, without being deleted; the affected users cannot access the Institution until the situation is settled, but they keep their account and are not removed. If the payment method successfully processes the charge again, the subscription and the Seats are reactivated automatically, without the need for any manual action by the Account Holder; during the grace period, the Account Holder may update the payment method in Mercado Pago without the need to contract the Plan again; if the automatic debit cannot be resumed, it is necessary to contract the Plan again in accordance with section 5.3. In no case does the non-payment process delete or degrade the clinical information of patients already registered on the Platform, nor prevent the Institution’s access to it: such access is preserved at all times through the Account Holder, whatever the status of the subscription. Users whose Seats have been deactivated will not be able to access that information for as long as the deactivation lasts, the Account Holder being responsible for the Institution vis-à-vis them.
5.7. Redirection due to Plan limits
When an action is not available due to the conditions of the current Plan —for example, there are no Seats available, or the feature is not included—, the Platform will inform the Account Holder how to resolve it. Users without the Account Holder role receive information about the limitation, without the possibility of resolving it directly.
5.8. Modification of fees and commercial conditions
Heural reserves the right to modify, in whole or in part, the Fees, the Plans and the commercial conditions of the subscription. Any modification will be informed to the Institutions no less than thirty (30) calendar days before it takes effect, through publication on the Platform and/or email notification to the Account Holder.
Modifications to the Fees will not have retroactive effect: they will apply from the billing cycle following their entry into force and will not affect the price already paid for the current period.
If the Institution does not agree with a modification of the Fees, it may request the cancellation or downgrade of the Plan in accordance with section 5.3, at no additional charge, at any time before the new Fee takes effect. Downgrading to the FREE Plan does not in any case entail the loss of access to the health information already registered on the Platform, which is preserved in accordance with section 5.6; what is lost is access to the Seats and features specific to the paid Plan. Continued use of the Service after the modification takes effect implies its acceptance.
6Data privacy. Responsibility for compliance with Personal Data Protection
Heural will receive, process, collect and on occasion disclose the information of Users that is necessary for the proper functioning of the Service.
With regard to the personal data processed through the Heural Platform, two scenarios are distinguished: (i) Heural is the party responsible for the database with respect to Users’ registration and account data, Platform usage data, geolocation data and the data that the patient generates or uploads in the mobile application for their personal use, including data from wearable devices; and (ii) the Institution is the party responsible for the database with respect to patients’ clinical information registered by its professionals on the Platform —including the instructions, orders, prescriptions and appointments that the patient receives through the mobile application— and the test results that the patient uploads to share them with the treating professional. With respect to the information indicated in item (ii), Heural acts as data processor on behalf of the Institution, in accordance with its instructions and these Terms and Conditions, and the Institution is responsible for having the legal bases and consents necessary for its processing. By uploading a test result to share it with a professional, the patient consents to that professional and the Institution to which they belong accessing it. The data you provide is stored on servers or cloud services provided by Amazon Web Services located in the European Union, a jurisdiction considered to have an adequate level of personal data protection by the Argentine supervisory authority (AAIP Provision 60-E/2016).
No User shall be obliged to share personal information. However, not having it could prevent the use of the Service.
The data subject to processing will not be used for purposes other than or incompatible with those that gave rise to its collection, and will be destroyed when it is no longer necessary or relevant for the purposes for which it was collected. The foregoing is without prejudice to the retention periods required by the regulations in force, including the one provided for in section 4.4 for clinical information.
Notwithstanding the foregoing, Heural may subject the data processed on the Platform to dissociation or anonymization processes, in accordance with Law No. 25,326, so that they do not allow the data subject to be identified, directly or indirectly. Users and, where applicable, Institutions authorize Heural to use the data so anonymized, perpetually and anywhere in the world, for statistical and research purposes, for the improvement of the Service and for the development and training of artificial intelligence models. Heural will own the results, models and other data it derives from such anonymized data. Heural will not commercialize or transfer to third parties data that allow their data subjects to be identified, and will adopt reasonable technical and organizational measures to prevent their re-identification.
The mobile application may request access to the device’s geolocation, in order to contribute to the security and authenticity of the information provided. Such access is granted through the permission of the device’s operating system, and the User may revoke it at any time from its settings, which could limit some features of the Service. Heural may also use cookies and similar technologies for the operation, security and usage analysis of the Heural Platform.
Heural will adopt all the measures required by the authorities to safeguard the confidentiality of the information.
Users are informed that the owner of the personal data has the right to exercise the right of access to such data free of charge at intervals of no less than six months, unless a legitimate interest to that effect is demonstrated. The data subject may also request its rectification, updating and, where applicable, deletion, in accordance with Law No. 25,326. The Agency for Access to Public Information (AAIP), in its capacity as Supervisory Body of Law No. 25,326, has the power to handle the complaints and claims filed by those whose rights are affected by non-compliance with the regulations in force on personal data protection.
Users may submit inquiries or send requests regarding their personal information by email to [email protected] or by postal mail addressed to the address indicated in the Preliminary section.
7Acknowledgments regarding the use of the Service
The Service is the exclusive property of Heural. Users will have a limited right of use over it, which is personal, revocable and non-transferable.
Users acknowledge that the Service, including the code on which the Heural Platform runs, constitutes trade secrets of Heural. Users must refrain from modifying or creating other works based on the Service provided, as well as from applying reverse engineering techniques to it in order to decompile, decrypt or consult the source code of the software developed by or at the request of Heural for the operation of the Service.
Heural cannot ensure uninterrupted access to and use of the Service. Users acknowledge that its use could be interrupted by internet failures or by other difficulties beyond Heural’s control, and that no liability on the part of Heural shall arise therefrom.
The Service is a technological tool for recording, managing and communicating health information. Heural does not provide medical or health services. The information, suggestions, alerts and decision-making support tools offered by the Heural Platform are merely for guidance: they do not constitute diagnosis, therapeutic indication or medical advice, nor do they replace the professional’s clinical judgment or consultation with a health professional.
Health professionals and Institutions are solely responsible for the medical acts, diagnoses, instructions, orders and prescriptions they issue, as well as for the truthfulness, accuracy and completeness of the clinical information they register on the Heural Platform. Heural does not verify the clinical content registered by Users. The issuance of electronic prescriptions and orders through the Heural Platform is carried out in accordance with Law No. 27,553 and its regulations; Heural is registered in the National Registry of Digital Health Platforms (Registro Nacional de Plataformas Digitales Sanitarias, ReNaPDiS) [Registration No.: to be completed].
The Heural Platform is not designed for the handling of medical urgencies or emergencies. In an urgent situation, the User must immediately contact the corresponding emergency services.
To the maximum extent permitted by applicable regulations, Heural’s liability to an Institution for any claim related to the Service will not exceed the amount actually paid by that Institution during the six (6) months prior to the event that gave rise to the claim. This limitation does not apply in cases of willful misconduct or gross negligence by Heural, nor does it restrict the rights that consumer protection regulations grant to Users.
8Other statements on intellectual property
8.1. Your right to use the name “Heural” or any trademark, logo, domain name or other distinctive brand feature of any kind is limited to the scope defined in these Terms and Conditions.
You undertake to refrain from the following:
I. not to replicate or copy the Heural Platform, either in whole or in part.
II. not to sell or make the Heural Platform available to anyone, either in whole or in part.
III. not to modify the Heural Platform, in whole or in part, in any way.
IV. not to attempt to discover or access the source code of the Heural Platform, in whole or in part, unless it has been expressly published by us and released into the public domain.
8.2. If you provide feedback, ideas or suggestions, or if you respond to surveys in connection with our Service (hereinafter, the “Feedback”), you acknowledge that the Feedback is not confidential and that you grant us a worldwide, non-exclusive, irrevocable, perpetual, royalty-free and unlimited license to use your Feedback in any manner, for any purpose, and through any media or technology now known or unknown, whether in whole or in part, and whether modified or not. We will always use your comments in compliance with these Terms and Conditions, our Privacy Policy and any other applicable law.
9Use of digital means
Transactions whose execution is facilitated by the Service provided by Heural will be recognized as valid by Users, whether they have been confirmed by them through acceptance with a click, the signing of a digital form or similar means, or through the use of an electronic or digital signature on a document.
Users acknowledge that Heural operates under high security standards, the scope of which they understand and have assessed when requesting the creation of their accounts.
10Notices
Notices to Users may be sent by email or through messages available for Users to consult on the Heural Platform.
11Addresses for service
For the purpose of receiving any notice served in connection with the contract entered into with a User upon the latter’s acceptance of these Terms and Conditions, Heural establishes its address for service at the one indicated in the preliminary section. That address may be changed from time to time by Heural without any notice to Users being required other than the publication of the new address in the most up-to-date Terms and Conditions.
Users establish their electronic address for service at the email address registered when creating their account or when updating their data, where notices served on them shall be valid, without prejudice to the provisions of the applicable procedural regulations regarding judicial notices.
12Jurisdiction and governing law
The relationship between Users and Heural shall be governed by the laws of the Argentine Republic. Any dispute related to its interpretation, performance or validity (among others) shall be governed by and construed in accordance with the laws of the Argentine Republic. The parties submit to the jurisdiction of the ordinary courts of the Autonomous City of Buenos Aires, waiving any other forum or jurisdiction. When the User qualifies as a consumer under the terms of Law No. 24,240, the court corresponding to their actual domicile shall have jurisdiction.