General Terms of Use of the System

The Binding Documents apply both to a local installation and to online access, with the necessary changes. The details of the Customer and its contact person are as completed in the price quote or as updated in the System/in writing. The "Customer" also includes "authorized users" on its behalf. The Binding Documents, together with the price quote, constitute a binding agreement between you and the Service Operator.

If you do not agree to the terms, you may not use the Service or install the System. The Hebrew original is written in the masculine form for convenience and applies to all genders; the singular includes the plural as the context requires. "Content" includes any verbal/visual/audio content and its design. Translations may be provided; in the event of a conflict, the Hebrew version is binding (unless stated otherwise).

MEDFORM is a system for managing clinics and practices, serving as an aid for management and control through advanced tools. Possible modules include: Dashboard; clinic calendar; patient records; messaging system; lead management; accounting; task management; viewing lab results; time reporting; and more.

The specific modules made available to you are as agreed in the price quote. Features may be reduced/added at our discretion.

The Login Site: an online access portal to the System; it may also display promotional/informational content about the Service Operator. We reserve discretion over the content/services displayed in the Service.

• The Service is only an aid for managing clinics; it does not constitute an opinion, recommendation or substitute for individual advice/medical judgment.
• Professional content is general; it is not meant to replace your judgment, particularly in medical treatment.
• Whenever in doubt – consult the relevant professionals.
• We take measures to provide correct and up-to-date information, but make no commitment as to accuracy/completeness/currency/suitability for any purpose.
• Reasonable efforts will be made to assist in transferring information from other sources, but there is no commitment to complete the entire transfer; you must back up your information from other sources.
• Signing/editing/completing forms in the System – the Customer is responsible for complying with signing rights and the provisions of law (including Ministry of Health guidelines).

Please note: Additional limitations of liability regarding the use of artificial intelligence tools appear in Section 4.

Your use of the artificial intelligence (AI) features operated through Google's application programming interfaces (APIs) (for example, the Gemini API) is based on the Binding Documents and subject to these terms:

• Acceptance of Google's terms: Use of the AI services requires irrevocable agreement to the applicable additional Google terms, including Google's general terms and conditions and its Prohibited Use policy.
• AI output is not a substitute for professional judgment: Content generated by the AI (the "Output") is a supporting tool only and is not a substitute for professional advice (medical, legal, financial, etc.).
• Full professional responsibility: If you are a healthcare professional using the Service, sole responsibility for decisions, diagnoses and final professional judgment remains entirely with you.
• Duty to verify: You must check, verify and confirm every piece of information provided by the AI, particularly in sensitive areas, using methods accepted in your profession. Blind reliance on the Output is strictly prohibited.
• Inaccuracies and errors: The Output may be inaccurate, partial or misleading ("hallucinations"). You may not attempt to bypass safety measures and protections built in by us or by Google.
• No model training (privacy): In accordance with the privacy settings we have set with Google, Google will not use your Customer Data (including input data and prompts) to train or fine-tune its generative artificial intelligence models, unless you have given explicit prior instructions to do so.
• Prohibited competitive use: You may not use the AI features to develop competing machine learning models or other related technology.
• Responsibility for Output: You are solely responsible for any use, publication or distribution of the Output generated.

In addition to the general indemnification section (Section 20 below), you agree to indemnify, defend and hold us harmless (as well as Google) from any claim, damage, loss, liability, cost and debt (including reasonable attorneys' fees) arising from or related to:

• Your use of the AI services, including the Output, in a manner that violates these terms or Google's terms.
• Any claim that Output generated by you infringes a third party's intellectual property rights.
• Your violation of any applicable law or regulation in connection with the use of AI.

Subject to full compliance with the Binding Documents and payment of the consideration, you are granted a non-exclusive, time-limited (for the license period), revocable, non-transferable and non-sublicensable permission to allow authorized users to use the System for your internal organizational purposes (managing the clinic). For a local installation – according to the number of workstations/computers in the price quote.

No commercial use beyond internal use is permitted; you may not make content from the System available to the public or sell/grant access to a third party. When the license ends, access is blocked (cloud) or the installation must be removed (local).

Access is intended only for customers who have approved a price quote and for authorized users, using access credentials that will be provided. For a local installation, only object code (not source code) is provided. You must comply with the information security provisions required by law (including the Protection of Privacy Law and the Protection of Privacy Regulations (Information Security), 5777-2017).

It is strictly prohibited to transfer/allow access to the System's code to third parties. The Customer is responsible for any misuse of the code. Registration for the Service is only for registered corporations or customers aged 18+. You must provide correct and complete details. We may set additional identification measures. We will store and use the details in accordance with the privacy policy.

The System enables sending text messages/messages on your behalf to recipients. The System is a technology platform only; full responsibility for the content, timing, scope and recipient lists, as well as for obtaining the required consents, rests solely with the Customer, including compliance with the law (privacy laws, spam laws, the Patient's Rights Law).

The messaging service depends on operators (cellular/Bezeq/other parties). Termination/suspension/cancellation of an engagement with an operator will end the ability to send to its recipients; no claim will be made against us on this account. The operators are not liable to you.

You must comply with the provisions of the Protection of Privacy Law (including databases and direct mail) and Section 30A of the Communications Law (the Spam Law) – including obtaining prior written consent for advertising messages.

We may prevent use/close an account/require removal of an installation, among other things if incorrect details were provided; if an act/omission harms us or others; if unlawful use is made; if the Binding Documents/price quote are breached; if use by others is prevented; in accordance with an order/authority; due to an unpaid debt; if access credentials were given to a third party, etc.

We may operate monitoring measures to detect fraud/misuse.

• You may not share or allow third parties access to the personal area.
• If you suspect a security breach – notify us immediately and act according to our instructions.
• You are responsible for any action taken through the personal area, including actions by authorized users.

You will be able to generate a short promotional page under a subdomain of the Login Site. It is not a full, separate website. Details you enter will be displayed on the page, and you must ensure they are accurate and lawful. The page is available during the license period; after the engagement ends we may remove it.

Paid/organic promotion services may be offered in accordance with the price quote. There is no commitment to exposure/revenue/search engine placement.

A dedicated phone number may be displayed to forward calls for the purpose of measuring effectiveness – with your consent.

Full responsibility for content on your behalf rests with you, including its lawfulness and third-party rights. Examples of prohibited content:

• False/misleading/distorted content;
• Content that infringes intellectual property rights;
• Pornographic or sexually explicit content;
• Content concerning minors that identifies them without lawful consent;
• Malicious code/viruses/harmful applications;
• Login details/passwords;
• Defamation/invasion of privacy/harm to reputation;
• Content that personally identifies others without consent;
• Harassing/insulting/threatening/rude content;
• Racism/improper discrimination; incitement to commit an offense; content that misleads consumers/patients.

We may refuse/delete/edit content at our discretion, and prevent further publications in the event of a breach. If we provide technical assistance with uploading, legal responsibility remains yours.

Use of the System involves payment as agreed in the price quote. Trial periods may be offered at our discretion. Usually – a periodic subscription that depends on the number of authorized users/workstations/other parameters.

Payment demands will be issued accordingly; VAT will be added as required by law. There is no refund for disconnecting during the period. A delay of more than 10 days is a breach entitling us to linkage and monthly interest of 1% (compounded quarterly). Cancellation due to non-payment does not derogate from the obligation to pay in full. The terms of the price quote are valid only for the agreed period.

Registering for and using the System constitute consent to receive advertising and direct mail (Section 30A of the Communications Law and the Protection of Privacy Law). You may send a refusal notice at any time according to the instructions in the mailing. Operational messages and satisfaction surveys will also be sent.

Group training will be provided to authorized users to familiarize them with the System and its features. The scope of training will be determined by us, unless otherwise agreed in the price quote.

We will keep confidential the Customer's proprietary data/information/methods/documents/processes to which we are exposed as a result of the Service, except for information that is publicly known, that became known other than through a breach, that is part of the common knowledge of a professional, or that was known to us before the engagement. We will disclose information when required to do so by law/a competent authority.

All intellectual property rights in the System/Login Site/services/content (except Customer content) belong to us or to third parties. You may not copy/distribute/perform/broadcast/make available to the public/create derivative works/sell/rent without prior written consent. Our trademarks are our property; they may not be used without written consent.

We do not claim ownership of content you provide; you declare that you lawfully own it or are authorized to use it. You are responsible for any linking/display/publication and for indemnification for damages. Regarding photos/video – you must obtain the consent of those photographed (and for minors – from their parents/representatives). By submitting content for publication, you grant us a free, worldwide and perpetual license to use the content for operating/promoting/improving the Service and in various media.

Use is permitted only as described in the Binding Documents and subject to the law. Among other things – you may not use it to commit an offense/infringe rights; you may not copy content to other services; you may not bypass/disable security; you may not perform scans/automated collection; you may not change the design/display parts of content; you may not link from unlawful sources; you may not upload unlawful/sexually explicit/threatening/racist/infringing content; you may not defraud/mislead/provide false information. You must act in good faith.

The content and features of the Service are provided "as is" (AS-IS). There is no commitment that they will suit your needs. Use is at the responsibility of the Customer and the authorized users. Errors/inaccuracies may occur; we are not liable for direct/indirect/consequential damages, etc., resulting from use or unavailability. We do not undertake availability/freedom from errors/immunity from unauthorized access. We implement accepted security measures, but there is a risk that cannot be ruled out.

The limitation of liability will not apply to gross negligence/malice on our part – in which case compensation is limited to direct damages only and up to the amount of the consideration paid in the 12 months preceding the event. The Customer is responsible for connectivity/security in the computing/communications under its control and for installation/remote access expenses.

We are responsible for repairing malfunctions arising from the System/its installation by us/training – during the license period. This does not apply to Customer systems/infrastructure not supplied by us. You must give notice as close as possible to the malfunction. Technical support: Sunday–Thursday 09:00–18:00 (except holidays/days of rest).

There is no service warranty if the defect was caused by malice/accident/negligence/use contrary to training; or due to electricity/internet/Customer equipment; or a change/support not performed by us. In these cases, we will try to assist for a fee agreed in advance.

Subject to the law, you will indemnify us/our employees/managers/representatives for damages/expenses incurred due to a breach of these terms/the Binding Documents/the price quote. Please note: Specific indemnification clauses regarding the use of AI appear in Section 5.

There may be links to external content that is not under our control. We are not responsible for its content/lawfulness/currency/suitability; there is no commitment that the links will work, and they may be removed/added from time to time.

There may be commercial/advertising content (including from partners/sponsors). We are not responsible for it; its publication is not a recommendation. Any transaction will be made with the advertiser only, and we are not a party to it.

We may update/change/add/remove information and content and may discontinue activity for maintenance or for any reason. Malfunctions/inconvenience may occur and no claims will be made on this account. The Customer undertakes to keep an up-to-date, independent copy of the information it has entered; we have no responsibility for the loss of files/data for any reason.

Israeli law alone will apply (without conflict-of-laws rules). Exclusive jurisdiction – the competent courts in the Tel Aviv–Jaffa district.

We may change the terms/documents from time to time. In the event of a material change, we will publish a notice on the Login Site/in the System or notify you using your contact details. The links in the Service will point to the current version. Continued use indicates agreement. We may ask for renewed consent.

We respect your privacy on the Login Site, in the System and in every service. We do not use information about your patients except for the purpose of providing the Service. The privacy policy is an integral part of the Binding Documents and may be updated from time to time. For more information about data privacy in the context of Google's AI, see Sections 4 and 5.

You may not assign rights/obligations, pledge/transfer/mortgage or grant rights to a third party without our prior written approval. We reserve the right to transfer rights/obligations (including in the event of a merger/acquisition), provided that the recipient assumes our obligations toward you.

Failure to enforce a provision is not a waiver. If a provision is held invalid/unenforceable, it will be enforced to the extent permitted and the remainder will remain in effect. We may name the Customer as our customer and use its name/trademarks reasonably in publications.

We'd be happy to help with any question/suggestion/complaint:

Phone: 09-381-1122 (Sunday–Thursday, 09:00–18:00)

Email:info@medform.co.il

Mail: Medform Software Israel Ltd., 2 HaShunit St., Herzliya 4655502

Login Site:online.medform.co.il