Terms of service

These Terms of Service govern the use of the Doxtor software platform and related services.

Please read these Terms carefully before using Doxtor.

1. About Doxtor

Doxtor is a software platform operated by:

ASAI CAPITAL LTD
Company number: 15585773
13 Whitchurch Lane
Edgware
England
HA8 6JZ

For legal and privacy notices: privacy@doxtor.health

In these Terms:

• “Doxtor”, “we”, “us” or “our” means ASAI CAPITAL LTD;
• “Customer” or “Clinic” means the healthcare clinic or business that has entered into an agreement with us to use Doxtor;
• “Authorised User” means an individual authorised by the Customer to use the Doxtor service;
• “Patient” means an individual whose information is processed through the Customer’s use of Doxtor;
• “Services” means the Doxtor software platform and related services made available to the Customer; and
• “Customer Data” means information submitted to or processed through Doxtor by or on behalf of the Customer.

2. Acceptance of these Terms

By creating a Doxtor account, entering into an order or subscription for Doxtor, or using the Services, the Customer agrees to these Terms.

If an individual accepts these Terms on behalf of a clinic or other organisation, that individual confirms that they have authority to bind that organisation.

If the Customer does not agree to these Terms, it must not use the Services.

3. The Doxtor service

Doxtor provides software designed to help clinics manage aspects of their blood-testing and laboratory workflow.

Depending on the Customer’s subscription and configuration, the Services may include:

• patient management;
• test and biomarker selection;
• order creation;
• sample and tube guidance;
• sample volume information;
• barcode management;
• laboratory order management;
• laboratory result receipt;
• results management;
• patient portal functionality;
• reports;
• AI-assisted explanations;
• communications;
• audit and access records;
• data export; and
• privacy and data-management functionality.

The features available to a Customer may depend on its subscription, configuration or plan.

4. Doxtor is software, not a healthcare provider

Doxtor is a software provider.

Doxtor does not provide medical, clinical, diagnostic or laboratory services.

Doxtor does not:

• diagnose patients;
• prescribe treatment;
• determine which tests a patient should receive;
• replace a healthcare professional;
• independently determine whether a laboratory test is clinically appropriate;
• perform laboratory testing; or
• provide medical advice to patients.

The Customer remains responsible for its clinical services and professional obligations.

5. Clinical responsibility

The Customer is responsible for:

• determining which tests are appropriate for its patients;
• obtaining any required patient consent or other lawful authorisation;
• ensuring that patient information entered into Doxtor is accurate;
• collecting samples appropriately;
• following applicable sample collection requirements;
• correctly labelling and handling samples;
• ensuring samples are stored and transported appropriately;
• reviewing laboratory results;
• interpreting results in the appropriate clinical context;
• determining whether further action is required;
• communicating clinically relevant information to patients; and
• complying with applicable professional, regulatory and legal requirements.

Doxtor does not assume responsibility for clinical decisions made by the Customer or its healthcare professionals.

6. Laboratory services

Doxtor may connect the Customer’s workflow with laboratory services.

The laboratory is a separate service provider.

Doxtor does not perform the laboratory testing itself.

Laboratory services may be subject to separate terms, requirements, turnaround times, availability and charges.

The Customer is responsible for ensuring that samples submitted for testing comply with the applicable laboratory requirements.

Doxtor is not responsible for a laboratory’s:

• testing methodology;
• laboratory error;
• test availability;
• sample rejection;
• sample quality;
• laboratory turnaround time;
• laboratory reporting decisions; or
• actions or omissions outside Doxtor’s control.

Where laboratory results are received by Doxtor, Doxtor provides software functionality for displaying and managing those results.

7. Results

Laboratory results displayed through Doxtor originate from the relevant laboratory.

Doxtor may transmit, store, display or format laboratory information as part of the Services.

The Customer is responsible for reviewing results before relying on them for clinical purposes.

If a Customer believes that a laboratory result is incorrect, the Customer should contact the relevant laboratory or follow the applicable laboratory correction process.

Doxtor does not independently verify the clinical accuracy of laboratory results.

8. AI-assisted features

Doxtor may provide AI-assisted explanations associated with laboratory results.

AI explanations are generated using limited information, which may include age, sex at birth and laboratory results.

AI-assisted functionality:

• is informational;
• is not a diagnosis;
• is not medical advice;
• is not a substitute for clinical judgement;
• may contain errors or omissions; and
• must be reviewed by an appropriately qualified professional before being relied upon clinically.

The Customer is solely responsible for clinical decisions and patient care.

The Customer must not represent an AI-generated explanation as a diagnosis or professional medical opinion supplied by Doxtor.

9. Patient portal

Where enabled, the Customer may provide patients with access to a Doxtor patient portal.

The Customer is responsible for:

• determining which patients should receive access;
• ensuring patient information supplied to the portal is appropriate;
• communicating with patients about their care;
• managing the clinical relationship with patients; and
• ensuring that access is removed where appropriate.

Patients using the portal do not automatically become customers of Doxtor.

The clinic remains responsible for the underlying clinical relationship with the patient.

10. Customer accounts

The Customer must provide accurate information when creating and maintaining its account.

The Customer is responsible for:

• maintaining the confidentiality of account credentials;
• controlling access to its Authorised Users;
• ensuring that Authorised Users have appropriate permissions;
• removing access when a user should no longer have access;
• ensuring passwords and authentication factors are protected; and
• notifying Doxtor of suspected unauthorised access.

The Customer must not share individual user accounts between multiple people where individual accounts are available.

11. Acceptable use

The Customer must use Doxtor only for lawful purposes and in accordance with these Terms.

The Customer must not:

• use Doxtor for unlawful purposes;
• attempt to gain unauthorised access to another clinic’s data;
• interfere with the security or operation of the Services;
• attempt to bypass access controls;
• introduce malicious software;
• use the Services to attack or disrupt another system;
• reverse engineer the Services except where such restriction is prohibited by law;
• copy or reproduce the Services except as expressly permitted;
• use Doxtor to process information that the Customer is not legally entitled to process; or
• use the Services in a way that could reasonably damage Doxtor or its infrastructure.

12. Customer Data

The Customer retains its rights in Customer Data.

The Customer grants Doxtor the limited rights necessary to host, store, transmit, display, process, back up and otherwise handle Customer Data solely to provide and secure the Services and fulfil our contractual obligations.

Doxtor does not acquire ownership of the Customer’s clinical records.

13. Data protection

For patient information processed by Doxtor on behalf of the Customer:

• the Customer generally acts as the data controller;
• Doxtor generally acts as the data processor; and
• processing is governed by the applicable Data Processing Agreement.

The Customer remains responsible for determining its lawful basis for processing patient information and for providing appropriate privacy information to patients.

Doxtor may act as an independent controller for limited processing carried out for its own purposes, including account administration, billing, security, fraud prevention, audit, compliance and service management.

The Doxtor Privacy Policy explains these activities in more detail.

14. Customer responsibilities for privacy

The Customer must ensure that its use of Doxtor complies with applicable data protection law.

This includes ensuring that the Customer:

• has an appropriate lawful basis for processing patient information;
• provides patients with appropriate privacy information;
• only provides Doxtor with information it is entitled to provide;
• gives Doxtor appropriate instructions where required;
• maintains appropriate access controls;
• responds to patient rights requests as required;
• complies with applicable retention requirements; and
• does not use Doxtor in a way that breaches applicable data protection law.

15. Data processing agreement

Where required by applicable data protection law, the Customer and Doxtor will enter into or incorporate a Data Processing Agreement.

The Data Processing Agreement governs Doxtor’s processing of personal information on behalf of the Customer.

If there is a conflict between these Terms and the Data Processing Agreement concerning data protection obligations, the Data Processing Agreement takes precedence to the extent of the conflict.

16. Security

Doxtor maintains technical and organisational security measures appropriate to the nature of the Services.

These include controls relating to:

• access management;
• authentication;
• data isolation;
• encryption in transit;
• audit logging;
• access logging;
• infrastructure security;
• restricted access to raw laboratory deliveries;
• controlled data exports;
• controlled erasure; and
• backup and recovery.

No internet-based service can guarantee absolute security.

The Customer is responsible for maintaining appropriate security of its own accounts, devices, credentials and authorised users.

17. Privacy requests and data rights

Doxtor provides functionality to assist Customers with data subject rights requests.

The Customer remains responsible for making decisions as the data controller.

Where a patient sends a request directly to Doxtor concerning information controlled by a clinic, Doxtor may refer the request to the relevant clinic and assist the clinic as required.

The applicable legal time limits remain those imposed on the relevant controller.

18. Data retention and deletion

Doxtor maintains retention and deletion mechanisms designed to support the Customer’s obligations.

Operational default periods include:

• clinical records: 8 years after last clinical activity;
• patient access information: 2 years;
• audit information: 8 years;
• support conversations: 2 years;
• laboratory integration information: generally 90 days after processing or resolution; and
• other information according to the applicable retention schedule.

Where the Customer has a longer applicable retention requirement, that longer period may be applied.

Data subject to a legitimate legal, regulatory, complaint or investigation hold may be retained beyond an ordinary retention period.

19. Clinic closure

If the Customer closes its Doxtor account, access to the active service may be disabled.

Customer and patient records may be retained where required by law, clinical obligations, the Customer’s retention requirements or the contract.

The Customer may be required to determine whether records should be:

• transferred;
• returned;
• retained for a defined period; or
• deleted.

Deletion of patient information is subject to the applicable retention requirements and authorised deletion process.

Doxtor may retain its own business records, including account, billing and contractual records, where required.

20. Fees and payment

The Customer must pay the fees applicable to its selected Doxtor subscription or services.

Applicable prices, billing frequency and payment terms will be presented to the Customer before purchase or otherwise agreed with the Customer.

Unless otherwise agreed:

• subscription fees are payable according to the applicable billing cycle;
• payments may be processed through a third-party payment provider;
• the Customer is responsible for maintaining a valid payment method;
• applicable taxes may be added where required; and
• fees already paid are generally non-refundable except where required by law or expressly agreed.

Where laboratory or other third-party charges apply, those charges may be separate from Doxtor subscription fees.

21. Suspension

Doxtor may suspend or restrict access where reasonably necessary to:

• protect the security of the Services;
• prevent fraud or abuse;
• address a serious breach of these Terms;
• comply with a legal obligation;
• protect other customers or users; or
• address unpaid amounts after reasonable notice.

Where reasonably practicable, Doxtor will notify the Customer before suspension and provide an opportunity to remedy the issue.

Immediate suspension may occur where necessary to protect the Services, users or personal information.

22. Availability and changes

We aim to keep Doxtor available and reliable, but we do not guarantee uninterrupted or error-free operation.

The Services may occasionally be unavailable due to:

• maintenance;
• updates;
• infrastructure failures;
• security incidents;
• third-party service failures;
• laboratory or integration failures;
• telecommunications failures; or
• circumstances outside our reasonable control.

We may modify or improve the Services over time.

Where a material change substantially reduces the core functionality of a paid service, we will take reasonable steps to communicate the change.

23. Third-party services

Doxtor depends on certain third-party infrastructure and services.

These may include cloud infrastructure, communications providers, payment providers, laboratory services and AI service providers.

Third-party services may be subject to their own terms, availability and limitations.

Doxtor is not responsible for failures caused solely by a third party outside Doxtor’s reasonable control.

24. Intellectual property

Doxtor and its licensors own all intellectual property rights in:

• the Doxtor software;
• the Doxtor website;
• the Doxtor brand;
• software code;
• interface designs;
• documentation;
• workflows;
• visual assets; and
• other materials provided by Doxtor,

except for Customer Data and third-party materials.

These Terms do not transfer ownership of Doxtor’s intellectual property to the Customer.

Subject to these Terms, Doxtor grants the Customer a limited, non-exclusive, non-transferable right to use the Services during the applicable subscription period.

25. Customer feedback

If the Customer provides suggestions, ideas or feedback about Doxtor, we may use that feedback to improve the Services without owing the Customer compensation, provided that doing so does not disclose the Customer’s confidential information.

26. Confidentiality

Each party must keep confidential information received from the other party confidential and use it only for purposes connected with the relationship.

This obligation does not apply to information that:

• is publicly available without breach;
• was already lawfully known;
• is independently developed; or
• must be disclosed by law or a competent authority.

27. Warranties and disclaimers

To the maximum extent permitted by law, Doxtor provides the Services on an “as available” basis.

We do not warrant that:

• the Services will always be available;
• the Services will always be error-free;
• laboratory services will always be available;
• laboratory results will be accurate;
• third-party services will never fail; or
• the Services will meet every specific requirement of the Customer.

Nothing in these Terms excludes or limits any liability or warranty that cannot lawfully be excluded or limited.

28. Clinical and medical disclaimer

The Customer acknowledges that Doxtor is not a healthcare provider and that use of the Services does not create a doctor-patient or other clinical relationship between Doxtor and a Patient.

Doxtor does not make clinical decisions on behalf of the Customer.

The Customer remains responsible for patient care, clinical judgement, professional standards and regulatory compliance.

29. Limitation of liability

Nothing in these Terms limits or excludes liability that cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that applicable law does not permit us to exclude.

Subject to the above, Doxtor will not be liable for:

• indirect or consequential loss;
• loss of profits;
• loss of revenue;
• loss of business opportunity;
• loss of goodwill;
• loss of anticipated savings; or
• loss arising from clinical decisions made by the Customer,

except to the extent such liability cannot lawfully be excluded.

30. Indemnity

The Customer is responsible for its use of the Services and for ensuring that its use complies with applicable law.

To the extent permitted by law, the Customer is responsible for claims arising from:

• unlawful processing of patient information by the Customer;
• the Customer’s clinical services;
• clinical decisions made by the Customer;
• the Customer’s breach of these Terms; or
• the Customer’s unlawful use of the Services.

Nothing in this section limits rights or obligations that cannot lawfully be limited.

31. Termination

Either party may terminate the Customer’s subscription or agreement in accordance with the applicable subscription terms or order.

Doxtor may terminate or suspend the agreement where the Customer materially breaches these Terms and fails to remedy the breach within a reasonable period after notice, where the breach is capable of remedy.

Termination does not remove obligations that are intended to survive termination.

32. Effect of termination

After termination:

• access to the Services may cease;
• the Customer’s data will be handled in accordance with the applicable contract, Data Processing Agreement and retention requirements;
• the Customer remains responsible for outstanding fees;
• Doxtor may retain records it is legally required to retain; and
• confidentiality, intellectual property, liability and other provisions intended to survive termination will continue.

33. Data export

Where supported by the Services and applicable subscription, the Customer may export certain Customer Data.

Where a Customer requests a data export in connection with termination, Doxtor will provide the export functionality or assistance available under the applicable agreement.

The Customer is responsible for ensuring that exported information is handled securely.

34. Force majeure

Neither party will be responsible for failure or delay caused by circumstances outside its reasonable control, including natural disasters, telecommunications failures, infrastructure outages, cyber incidents, government action, war, civil unrest or failures of third-party infrastructure.

The affected party will take reasonable steps to minimise the impact.

35. Changes to these Terms

We may update these Terms from time to time.

Where a change is material, we will provide reasonable notice before it takes effect where practicable.

Continued use of the Services after the effective date of updated Terms constitutes acceptance of the updated Terms, subject to any rights the Customer may have under its subscription or agreement.

36. Notices

Legal notices concerning these Terms should be sent to: privacy@doxtor.health

We may send operational and contractual notices to the email address associated with the Customer’s account.

37. Governing law

These Terms and the relationship between the Customer and Doxtor are governed by the laws of England and Wales, unless mandatory applicable law requires otherwise.

The courts of England and Wales will have jurisdiction over disputes arising from these Terms, subject to any mandatory rights the Customer may have under applicable law.

38. Entire agreement

These Terms, together with any applicable order, subscription terms, Data Processing Agreement and other documents expressly incorporated into them, constitute the agreement between the parties concerning the Services.

If there is a conflict:

1. the Data Processing Agreement takes precedence concerning data protection;
2. a signed order or specific commercial agreement takes precedence concerning commercial terms expressly agreed there; and
3. these Terms govern other use of the Services.

39. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue to apply.

The invalid provision will be interpreted or replaced to the extent necessary to make it enforceable while preserving its intended effect as far as legally possible.

40. No waiver

A failure to enforce a provision of these Terms does not constitute a waiver of the right to enforce it later.

41. Contact

ASAI CAPITAL LTD
Company number: 15585773
13 Whitchurch Lane
Edgware
England
HA8 6JZ

Legal and privacy notices: privacy@doxtor.health