Terms of Service
These Terms govern your access to and use of the HIITS healthcare technology platform, including all software modules, APIs, and related services. Please read them carefully before using our services.
Important: These Terms apply to healthcare institutions and their authorized personnel. HIITS software is a clinical decision support tool — all clinical decisions remain the responsibility of licensed healthcare professionals. See Section 5 for the full clinical disclaimer.
1. Agreement to Terms
Acceptance
By accessing or using any HIITS software platform, website, API, or related service ("Services"), you ("Client") agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you are entering into these Terms on behalf of a healthcare institution or organization, you represent that you have authority to bind that entity.
Governing Agreement
These Terms, together with any executed Master Services Agreement (MSA), Statement of Work (SOW), Data Processing Agreement (DPA), and Order Form, constitute the entire agreement between HIITS and the Client. In the event of conflict, the MSA takes precedence over these Terms, which take precedence over any SOW or Order Form.
Eligibility
HIITS Services are intended solely for licensed healthcare institutions, hospitals, clinics, and healthcare management organizations. Use by individuals for personal healthcare management is not permitted. All authorized users must be employed by or contracted to the Client institution.
2. Services & Access
Platform Access
Subject to these Terms and payment of applicable fees, HIITS grants Client a non-exclusive, non-transferable, limited right to access and use the HIITS platform modules specified in the applicable Order Form during the subscription term. Access is provided via secure web browser and authorized API integrations only.
User Accounts
Client is responsible for creating and managing user accounts, assigning appropriate role-based access controls, and ensuring that all users comply with these Terms. Client must promptly deactivate accounts of personnel who leave the organization or change roles. HIITS is not liable for unauthorized access resulting from Client's failure to manage accounts appropriately.
Service Availability
HIITS targets 99.5% uptime for production environments, excluding scheduled maintenance windows (communicated at least 48 hours in advance) and events beyond our reasonable control. Planned maintenance is scheduled during low-usage periods. Clients will be notified of unplanned outages within 30 minutes of detection.
Modifications
HIITS may update, enhance, or modify platform features with reasonable notice. We will not remove core contracted functionality during an active subscription term without Client consent. Feature additions and improvements are provided at no additional charge unless they constitute a separately priced module.
3. Data Ownership & Processing
Client Data Ownership
All patient data, clinical records, and institutional data uploaded to or generated within the HIITS platform ("Client Data") remains the exclusive property of the Client. HIITS claims no ownership rights over Client Data and processes it solely as a data processor acting on Client's documented instructions.
Data Processing Agreement
The processing of personal data and protected health information is governed by the Data Processing Agreement (DPA) executed between HIITS and the Client, which forms part of the overall agreement. The DPA specifies processing purposes, data categories, retention periods, sub-processor obligations, and security measures in accordance with PDPL and applicable regulations.
Data Return & Deletion
Upon termination or expiry of the subscription, HIITS will provide Client with a complete export of all Client Data in a standard machine-readable format within 30 days of request. Following confirmation of successful export, HIITS will securely delete all Client Data from production and backup systems within 90 days, subject to any legal retention obligations.
4. Fees & Payment
Subscription Fees
Fees are specified in the applicable Order Form and are payable in advance on the schedule set out therein (annual, quarterly, or as otherwise agreed). All fees are exclusive of applicable taxes, including VAT at the rate applicable in the Client's jurisdiction. Client is responsible for all applicable taxes.
Late Payment
Invoices not paid within 30 days of the due date may accrue interest at 1.5% per month or the maximum rate permitted by applicable law, whichever is lower. HIITS reserves the right to suspend access to the platform after 45 days of non-payment, with 10 days' written notice. Suspension does not relieve Client of the obligation to pay outstanding amounts.
Fee Changes
HIITS may adjust subscription fees at renewal with at least 90 days' written notice prior to the renewal date. Fee changes do not apply to the current subscription term. If Client does not accept the new fees, Client may terminate the agreement at the end of the current term.
5. Liability & Warranties
Clinical Decision Disclaimer
HIITS software is a clinical decision support tool and administrative platform. It does not replace the professional judgment of licensed healthcare practitioners. All clinical decisions, diagnoses, treatment plans, and patient care activities remain the sole responsibility of the qualified healthcare professionals and the Client institution. HIITS is not liable for clinical outcomes.
Limitation of Liability
To the maximum extent permitted by applicable law, HIITS's total aggregate liability to Client for any claims arising under or related to these Terms shall not exceed the total fees paid by Client in the 12 months preceding the claim. HIITS shall not be liable for indirect, incidental, consequential, special, or punitive damages, including loss of revenue, loss of data, or business interruption.
Warranties
HIITS warrants that the platform will perform materially in accordance with the applicable documentation during the subscription term, and that HIITS will implement and maintain appropriate technical and organizational security measures as described in the DPA. HIITS does not warrant that the platform will be error-free or uninterrupted.
Indemnification
Each party agrees to indemnify and hold harmless the other party from claims arising from: (a) Client's breach of these Terms or misuse of the platform; (b) HIITS's infringement of third-party intellectual property rights in the platform; or (c) either party's gross negligence or willful misconduct.
6. General Provisions
Governing Law
These Terms are governed by the laws of the Kingdom of Saudi Arabia. Disputes shall first be subject to good-faith negotiation between senior representatives of both parties. If unresolved within 30 days, disputes shall be referred to binding arbitration under the Saudi Center for Commercial Arbitration (SCCA) rules, conducted in Riyadh in the Arabic language.
Intellectual Property
HIITS retains all intellectual property rights in the platform, software, documentation, and any improvements or derivatives thereof. Client retains all rights in Client Data. Nothing in these Terms transfers ownership of either party's intellectual property to the other.
Confidentiality
Each party agrees to maintain the confidentiality of the other party's non-public information disclosed in connection with the Services, using at least the same degree of care as it uses for its own confidential information, but no less than reasonable care. This obligation survives termination for a period of 5 years.
Termination
Either party may terminate these Terms for material breach upon 30 days' written notice if the breach is not cured within that period. HIITS may terminate immediately for non-payment after the cure period, or if Client uses the platform in a manner that poses a security risk to other clients. Upon termination, Client's access rights cease and the data return process described in Section 3 applies.
7. Healthcare Compliance
Regulatory Responsibilities
Client is solely responsible for ensuring that its use of the HIITS platform complies with all applicable healthcare regulations, including MOH licensing requirements, JCI and CBAHI accreditation standards, and any sector-specific regulations applicable to the Client's jurisdiction and specialty.
Audit Support
HIITS will provide reasonable cooperation and documentation to support Client's regulatory audits, accreditation surveys, and compliance reviews. This includes providing audit logs, access records, security certifications, and technical documentation as reasonably requested.
Incident Reporting
HIITS will notify Client of any security incidents or data breaches affecting Client Data within 72 hours of discovery, as required by PDPL. Client is responsible for any regulatory notifications to patients, authorities, or accreditation bodies required under applicable law following such notification from HIITS.