PLEASE READ THESE TERMS CAREFULLY. YOU AGREE TO BE BOUND BY THESE TERMS AND THOSE INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL THESE TERMS, YOU SHOULD NOT USE THIS INTERNET-BASED PLATFORM. 

ABOUT MARIAM GREY AND THIS WEBSITE

  1.  The domain name mariamgrey.com, an internet site, and other digital and mobile platforms built on the domain are operated by Mariam Grey Technologies Limited, a company duly incorporated in Nigeria (hereinafter referred to as “Mariam Grey” or “We” or “Our” or “Us” or “Company”) having registered office at Qmall Shopping Complex, Beach Gate Road, Jakande Lekki, Lagos, Nigeria. The domain name and the mobile applications are collectively referred to as the “Platform”. 
  2.  Your access or use of the Platform, transaction on the Platform and use of Services (as defined herein below) hosted or managed remotely through the Platform, are governed by the following terms and conditions (“the Terms” or “these Terms”) and all the policies incorporated into these Terms. Upon your acceptance, these Terms will constitute a legal and binding contract between you (hereinafter referred to as “You” or “Your” or the “User”) on one part and Mariam Grey on the other Part. 
  3.  By accessing, browsing or in any way transacting on the Platform, or using any Services, You signify Your agreement to be bound by these Terms. Further, by impliedly or expressly accepting these Terms, you also accept and agree to be bound by Our policies, including the Privacy Policy (as set out below), and such other rules, guidelines, policies, terms and conditions as are relevant under the applicable law(s) in Nigeria and other relevant jurisdictions for the purpose of accessing, browsing or transacting on the Platform, or availing any of the Services, and such rules, guidelines, policies, terms and conditions shall be deemed to be incorporated into, and considered as part and parcel of these Terms. However, if You navigate away from the Platform to a third party Platform, You may be subject to alternative terms and conditions of use and privacy policy, as may be specified on such Platform. In such event, the terms and conditions of use and privacy policy applicable to that Platform will govern Your use of that Platform. 
  4.  The Platform is a platform that facilitates (i) online purchase of pharmaceutical products sold by various third party pharmacies (“Third Party Pharmacies”) and by the Company; (ii) diagnostic services being offered by various third party diagnostic centers (“Third Party Labs”); (iii) online medical consultancy services/ second opinion being offered by third party independent doctors (“Medical Experts”); and (iv) online advertisements of various sponsors advertising and marketing their own good and services (“Third Party Advertisers”). The Third Party Pharmacies, Third Party Labs, Medical Experts and the Third Party Advertisers are collectively referred to as the “Third Party Service Providers”. Further the Platform also serves as an information platform providing health and wellness related information (“Information Services”) to the Users accessing the Platform (The services of the Third Party Services Providers, sale of pharmaceutical products by the Company and the Information Services are collectively referred to as the “Services”). 
  5.  The arrangement between the Third Party Service Providers, You and Us shall be governed in accordance with these Terms. The Services would be made available to such natural persons who have agreed to use the Platform after obtaining due registration, in accordance with the procedure as determined by Us, from time to time, (referred to as “You” or “Your” or “Yourself” or “User”, which terms shall also include natural persons who are accessing the Platform merely as visitors). The Services are offered to You through various modes which shall include issue of discount coupons and vouchers that can be redeemed for various goods/ services offered for sale by relevant Third Party Service Providers. To facilitate the relation between You and the Third Party Service Providers through the Platform, Mariam Grey shall send to You (promotional content including but not limited to emailers, notifications and messages). 
  6.  You agree and acknowledge that the Platform is a platform that You and Third Party Service Providers utilize to meet and interact with another for their transactions. Mariam Grey is not and cannot be a party to or save as except as may be provided in these Terms, control in any manner, any transaction between You and the Third Party Service Providers. 
  7.  Mariam Grey reserves the right to change or modify these Terms or any policy or guideline of the Platform including the Privacy Policy, at any time and in its sole discretion. Any changes or modifications will be effective immediately upon posting the revisions on the Platform and You waive any right You may have to receive specific notice of such changes or modifications, provided however that, we will inform You of such changes at least once a year. Your continued use of the Platform will confirm Your acceptance of such changes or modifications; therefore, You should frequently review these Terms and applicable policies to understand the terms and conditions that apply to Your use of the Platform. 
  8.  As a condition to Your use of the Platform, You must be 18 (eighteen) years of age or older to use or visit the Platform in any manner. By visiting the Platform or accepting these Terms, You represent and warrant to Mariam Grey that You are 18 (eighteen) years of age or older, and that You have the right, authority and capacity to use the Platform and agree to and abide by these Terms. 
  9.  These Terms is published in compliance of, and is governed by the provisions of Nigerian laws.
  10.  Mariam Grey authorizes You to view and access the content available on the Platform solely for the purposes of using the Services, such as visiting, using, ordering, receiving, delivering and communicating only as per these Terms. The contents on the Platform including information, text, graphics, images, logos, button icons, software code, design, and the collection, arrangement and assembly of content, contains Third Party Service Providers’ content (“Third Party Content”) as well as in-house content provided by Mariam Grey including without limitation, text, copy, audio, video, photographs, illustrations, graphics and other visuals (“Mariam Grey Content”) (collectively, “Content”). The Mariam Grey Content is the property of Mariam Grey and is protected under copyright, trademark and other applicable law(s). You shall not modify the Mariam Grey Content or reproduce, display, publicly perform, distribute, or otherwise use the Mariam Grey Content in any way for any public or commercial purpose or for personal gain. 
  11.  Compliance with these Terms would entitle You to a personal, non-exclusive, non-transferable, limited privilege to access and transact on the Platform. 

 These Terms constitute an electronic record for all legal purposes. This electronic record is generated by a computer system and does not require any physical or digital signatures.

QUALIFICATION TO USE

  1. For the purposes of using the Services and/or transacting with the Third Party Service Providers through the Platform, You are required to obtain registration, in accordance with the procedure established by Mariam Grey in this regard. As part of the registration process, Mariam Grey may collect the following personal information from You:
    • Name;
    • User ID;
    • Email address;
    • Address:
    • Gender;
    • Age;
    • Phone number;
    • Password chosen by the User;
    • Valid payment information; and
    • Other details as You may volunteer.
  2. The registration on or use/ access of the Platform is only available to legally competent natural persons. That is, persons including minors, un-discharged insolvents etc. are not eligible to register on, or use/ access the Platform. By registering, accessing or using the Platform, You accept the terms of these Terms and represent and warrant to Mariam Grey that you are ‘competent to contract’ under applicable laws and have the right, authority and capacity to use the Platform and agree to and abide by these Terms. 
  3. A registered id can only be utilized by the person whose details have been provided and Mariam Grey does not permit multiple persons to share a single log in/ registration id. However, a registered user, being also a parent or legal guardian of a person ‘incompetent to contract’ such as minors or persons with unsound mind, would be permitted to access and use the Platform for the purposes of procuring the Services, on behalf of such persons. 
  4. Organizations, companies, and businesses may not become registered members on the Platform or use the Platform through individual members. You agree and acknowledge that You would
    • (i) create only 1 (one) account;
    • (ii) provide accurate, truthful, current and complete information when creating Your account and in all Your dealings through the Platform;
    • (iii) maintain and promptly update Your account information;
    • (iv) maintain the security of Your account by not sharing Your password with others and restricting access to Your account and Your computer;
    • (v) promptly notify Mariam Grey if You discover or otherwise suspect any security breaches relating to the Platform; and
    • (vi) take responsibility for all the activities that occur under Your account and accept all risk of unauthorized access. 
  5. The Platform uses temporary cookies to store certain data (that is not sensitive personal data or information) that is used by Mariam Grey for the technical administration of the Platform, research and development, and for User administration. In the course of serving advertisements or optimizing services to You, Mariam Grey may allow authorized third parties to place or recognize a unique cookie on the Your browser. Mariam Grey does not store personally identifiable information in the cookies. 
  6. Mariam Grey, at its sole discretion, reserves the right to permanently or temporarily suspend Users, to bar their use and access of the Platform and App, at any time while Mariam Grey investigates complaints or alleged violations of these Terms or any Services, or for any other reason or for no reason whatsoever.

MARIAM GREY AND THE PLATFORM

E-Commerce Platform for Pharmaceutical Products –

Platform to facilitate transaction of business:

a.   Through the Platform, Mariam Grey facilitates the purchase of drugs and other pharmaceutical products, and services offered for sale by Third Party Pharmacies (“Pharmaceutical Goods and Services”). You understand and agree that Mariam Grey and the Platform merely provide hosting services to You and persons browsing / visiting the Platform. All items offered for sale on the Platform, and the content made available by the Third Party Pharmacies, are third party user generated contents and third party products. Mariam Grey has no control over such third party user generated contents and/ Pharmaceutical Goods and Services and does not – originate or initiate the transmission, or select the sender/recipient of the transmission, or the information contained in such transmission. The authenticity and genuineness of the Pharmaceutical Goods and Services made available by the Third Party Pharmacies through the Platform shall be the sole responsibility of the Third Party Pharmacies. You understand and agree that Mariam Grey shall have no liability with respect to the authenticity of the Pharmaceutical Goods and Services being facilitated through the Platform.

  • You understand and agree that all commercial / contractual terms, with respect to the sale/ purchase/ delivery and consumption of the Pharmaceutical Goods and Services which are offered by and agreed to between You and the Third Party Pharmacies and the contract for purchase of any of the Pharmaceutical Goods and Services, which are offered for sale on the Platform by the Third Party Pharmacies shall strictly be a two-party contract between the Third Party Pharmacies and You.
  • The commercial / contractual terms include without limitation – price, shipping costs, payment methods, payment terms, date, period and mode of delivery, warranties related to Pharmaceutical Goods and Services offered for sale by the Third Party Pharmacies, and after sales services related to such Pharmaceutical Goods and Services are as provided by the Third Party Pharmacies. Mariam Grey does not have any control over, and does not determine or advise or in any way involve itself in the offering or acceptance of, such commercial / contractual terms offered by and agreed to, between You and the Third Party Pharmacies.

Representation as to legal title

a.        Mariam Grey does not make any representation or warranty as to legal title of the Pharmaceutical Goods and Services offered for sale by the Third Party Pharmacies on the Platform.

b.       At no time shall any right, title, claim or interest in the products sold through or displayed on the Platform vest with Mariam Grey nor shall Mariam Grey have any obligations or liabilities in respect of any transactions on the Platform. You agree and acknowledge that the ownership of the inventory of such Pharmaceutical Goods and Services shall always vest with the Third Party Pharmacies, who are advertising or offering them for sale on the Platform and are the ultimate sellers.

c.        You agree and acknowledge that the Third Party Pharmacies shall be solely responsible for any claim/ liability/ damages that may arise in the event it is discovered that such Third Party Pharmacies do not have the sole and exclusive legal ownership over the Pharmaceutical Goods and Services that have been offered for sale on the Platform by such Third Party Pharmacies, or did not have the absolute right, title and authority to deal in and offer for sale such Pharmaceutical Goods and Services on the Platform.

Where contract is not fulfilled

You understand and accept the following terms governing instances where a contract is not fulfilled:

a.        Mariam Grey is not responsible for any unsatisfactory, delayed, non-performance or breach of the contract entered into between You and the Third Party Pharmacies for purchase and sale of goods or services offered by such Third Party Pharmacies on the Platform;

b.       Mariam Grey cannot and does not guarantee that the concerned Third Party Pharmacies will perform any transaction concluded on the Platform;

c.        The Third Party Pharmacy(s) are solely responsible for ensuring that the Pharmaceutical Goods and Services offered for sale on the Platform are kept in stock for successful fulfillment of orders received. Consequently, Mariam Grey is not responsible if the Third Party Pharmacy(s) does not satisfy the contract for sale of Pharmaceutical Goods and Services which are out of stock, back ordered or otherwise unavailable, but were shown as available on the Platform at the time of placement of order by You; and

d.       Mariam Grey shall not and is not required to mediate or resolve any dispute or disagreement between You and Third Party Pharmacies. In particular, Mariam Grey does not implicitly or explicitly support or endorse the sale or purchase of any items or services on the Platform. Mariam Grey shall, on a request in writing made by You after the purchase of any Pharmaceutical Goods and Services on the Platform, provide You with information regarding the Third Party Pharmacies from which You have made such purchase, including the principal geographic address of its headquarters and all branches, name and details of its Platform, its email address and any other information necessary for communication with the Third Party Pharmacy for dispute resolution.

Responsibility for drugs exhibited and materials published by Third Party Pharmacies on the Platform.

a. You agree and acknowledge that the respective Third Party Pharmacies are exhibiting Third Party Content which includes catalogue of drugs/ pharmaceutical products or services, and information in relation to such drugs/ pharmaceutical products or services, on the Platform.

b. The Third Party Content available on the Platform, including without limitation, text, copy, audio, video, photographs, illustrations, graphics and other visuals, is for general information purposes only and does not constitute either an advertisement/ promotion of any drug being offered for sale by the Third Party Pharmacies on the Platform or any professional medical advice, diagnosis, treatment or recommendations of any kind.

c. You acknowledge and agree that such Third Party Pharmacies shall be solely responsible for ensuring that such Third Party Content made available regarding the Pharmaceutical Goods and Services offered for sale on the Platform, are not misleading and describe the actual condition of the Pharmaceutical Goods and Services. In this connection, it is solely the responsibility of the concerned Third Party Pharmacy(s) to ensure that all such information is accurate in all respects and there is no exaggeration or over emphasis on the specifics of such Pharmaceutical Goods and Services so as to mislead the Users in any manner. You acknowledge and understand that Mariam Grey provides no warranty or representation with respect to the authenticity/ veracity of the information provided on the Platform and You must run Your own independent check. You agree and acknowledge that Mariam Grey has not played any role in the ascertainment of the actual impact/ effect of any Pharmaceutical Goods and Services being offered for sale by the Third Party Pharmacies on the Platform. Further, it is hereby clarified that the Third Party Pharmacies are offering the Pharmaceutical Goods and Services for sale to You and they are responsible for procuring the appropriate licenses for the same. You agree and acknowledge that You shall not hold Mariam Grey responsible or liable for any damages arising out of such reliance on third party user generated content by You.

Terms governing Prescription Drugs on the Platform

  1. The Platform is a site that can be used by the Users to purchase various drugs and pharmaceutical products that requires a valid medical prescription issued by a medical expert/ doctor to be provided to a registered pharmacist for the purpose of dispensing such medicine (“Prescription Drugs”), offered for sale on the Platform by Third Party Pharmacies. In order to purchase Prescription Drugs from Third Party Pharmacies through the Platform, You are required to upload a scanned copy of the valid prescription on the Platform or email the same to Mariam Grey. The order would not be processed and forwarded to the concerned Third Party Pharmacy(s) by Mariam Grey until it receives a copy of a valid prescription. Third Party Pharmacies will verify the prescription forwarded by You and in case of Third Party Pharmacy(s) observing any discrepancy in the prescription uploaded by You, the Third Party Pharmacy(s) will cancel the order immediately. You are also required to make the original prescription available at the time of receipt of delivery of Prescription Drugs. You shall allow the delivery agent to stamp the original prescription at the time of medicine delivery failing which medicines will not be delivered.
  2. Mariam Grey and the Third Party Pharmacy may maintain a record of all the prescriptions uploaded by the Users.

Request for Substitute Prescribed Drugs

a.        You acknowledge and accept that the order for a substitute of a Prescription Drug would only be processed if the medical expert/ doctor has himself/ herself permitted for any other equivalent generic drug to be dispensed in place of the Prescription Drug in the prescription or if the prescription solely lists the salt names instead of a specific brand name.

b.       You further acknowledge and accept that, in the absence of the above, the concerned Third Party Pharmacy would not dispense a substitute drug in place of the Prescription Drug.

Listings Do Not Constitute Offers

  1. Notwithstanding anything else contained in any other part of these Terms, the listing of drugs and other pharmaceutical products on the Platform by the Third Party Pharmacies is merely an ‘invitation to an offer for sale’ and not an ‘offer for sale’. The placement of an order by You shall constitute an offer by You to enter into an agreement with the Third Party Pharmacies (“Offer”). Post the Offer from the Third Party Pharmacies, Mariam Grey shall send an email to You with the information on the Offer along with the details of the concerned Third Party Pharmacy(s) who may undertake the sale, and such an email shall not be considered as an acceptance of the Offer. The acceptance of the Offer would only be undertaken by the Third Party Pharmacy(s) after the validation/ verification of the prescription by such Third Party Pharmacy (in case of Prescription Drugs) and the ascertainment of the available stock in the relevant Third Party Pharmacy(s) (in the case of prescription as well as other drugs/ pharmaceutical products), by way of a confirmatory email to be sent to You.
  2. For the avoidance of any doubt, it is hereby clarified that any reference of the term ‘offer/ offered for sale by the Third Party Pharmacy’, as appearing in these Terms, shall be construed solely as an ‘invitation to offer for sale’ by any such Third Party Pharmacy.

When sale is completed and Property in Items Transferrerd

  1. Upon acceptance of the Offer by the concerned Third Party Pharmacy (being the brick and mortar pharmacy, the Pharmaceutical Drugs and Services would be dispensed at the pharmacy, in accordance with the terms of the order placed by You. Such dispensation shall also take place under the direct/ personal supervision of the pharmacist of the Third Party Pharmacy, wherever required under the applicable law(s).
  • You agree and acknowledge that the property and title in the Pharmaceutical Drugs and Services ordered by You shall stand immediately transferred to You upon the dispensation of Pharmaceutical Drugs and Services and the raising of the invoice at the concerned Third Party Pharmacy. Accordingly, the sale of Pharmaceutical Drugs and Services is concluded at the concerned Third Party Pharmacy itself.
  • The invoice in relation to the Pharmaceutical Drugs and Services, that are required to be delivered to You shall be issued by the concerned Third Party Pharmacy (being the brick and mortar pharmacy) which is to process and satisfy the order for such Pharmaceutical Drugs and Services.

Collection of Drugs

  1. You agree to appoint an someone who shall act in the capacity of Your agent and collect the medicines as requested by You from Third Party Pharmacy on Your behalf (“User Agent”). You accept and acknowledge that the User Agent shall be responsible to collect the medicines ordered by You from the Third Party Pharmacy and to carry it to the address notified by You.
  2. You further agree and acknowledge that the User Agent acts as Your agent for collecting the medicines from the Third Party Pharmacy. The services are being undertaken by User Agent with Your consent and therefore the Company is merely facilitating for You and Users Agent to connect.

Adverts and Promotions on the Platform

As part of the Services provided by Us; We facilitate and allow Third Party Advertisers to place advertisements on the Platform. Accordingly, there are guidelines (as listed herein below) which the Third Party Advertisers have to follow for placing such advertisements (the “Advertising Policy”).

a.        Notice on Third Party Advertisers: Mariam Grey clearly distinguishes between the editorial content and content that is created or provided by one of Our Third Party Advertisers. The advertisements will be labeled as “sponsored”, “from our Advertisers” or “advertisement”. This content will not be reviewed by Our in-house editorial staff and shall not be subject to Our editorial policy (as set out herein below) but shall be subject to the Advertising Policy, these Terms (except the editorial policy) and the Privacy Policy. 

b.       Expectations from Third Party Advertisers: The Third Party Advertisers must be honest about the products or services their advertisements promote; the advertisement shall not create unrealistic expectation and must not be misleading or offending; must be responsible and of the highest standards and without compromising the consumer protection. The Advertising Policy applies to all the advertisements, listed or sought to be listed, on the Platform. 

c.        General Rules: All the advertisements must comply with the Advertising Policy, these Terms (except the editorial policy) and the Privacy Policy. Mariam Grey may, at any time and without having to serve any prior notice to the Third Party Advertisers, (i) upgrade, update, change, modify, or improve the Platform or a part thereof in a manner it may deem fit, and (ii) change the content of the Advertising Policy and/ or these Terms and/ or the Privacy Policy. It is the responsibility of the Third Party Advertisers, in such cases, to review the terms of the Advertising Policy and/ or these Terms and/ or the Privacy Policy, from time to time. Such change shall be made applicable when they are posted. Mariam Grey may also alter or remove any content from the Platform without notice and without liability. The Third Party Advertisers are also responsible for ensuring that their advertisements comply with all applicable law(s) in Nigeria and any other jurisdiction that such Third Party Advertiser(s) are based out of, industry codes, rules and regulations in each geographic area where the advertisements will run. All disclosures in the advertisements must be clear and conspicuous. 

d.       Adverts Subject to Review: All the advertisements are subject to the review and approval of Mariam Grey. Mariam Grey reserves the right to reject or remove any advertisement in its sole discretion for any reason. Further, Mariam Grey also reserves the right to request modifications to any advertisement, and to require factual substantiation for any claim made in an advertisement. 

e.        Prohibitions: The advertisements must not infringe the intellectual property, privacy, publicity, copyright, or other legal rights of any person or entity. The advertisements must not be false, misleading, fraudulent, defamatory, or deceptive. The following advertisement content is prohibited:

i.        content that demeans, degrades, or shows hate toward a particular race, gender, culture, country, belief, or toward any member of a protected class; 

ii.       content depicting nudity, sexual behaviour, or obscene gestures; 

iii.       content depicting drug use;

iv.       content depicting excessive violence, including the harming of animals; 

v.        shocking, sensational, or disrespectful content; 

vi.       deceptive, false or misleading content, including deceptive claims, offers, or business practices; 

vii.      content that directs users to phishing links, malware, or similarly harmful codes or sites;  

viii.     content that deceives the Users into providing personal information without their knowledge, under false pretences, or to companies that resell, trade, or otherwise misuse that personal information; and 

ix.       content that violates any law for the time being in force. 

  • Prohibited Products and Services: Mariam Grey prohibits advertisements for the following products and services are prohibited:

i.   adult products and services (other than contraceptives; see below); 

ii.   cigarettes (including e-cigarettes), cigars, smokeless tobacco, and other tobacco products; 

iii.  products or services that bypass copyright protection, such as software or cable signal descramblers; 

iv.  products or services principally dedicated to selling counterfeit goods or engaging in copyright piracy; 

v.   get-rich-quick or pyramid schemes or offers or any other deceptive or fraudulent offers; 

vi.   illegal or recreational drugs or drug paraphernalia; 

vii.           counterfeit, fake or bootleg products, or replicas or imitations of designer products; 

viii.          firearms, weapons, ammunition, or accessories; 

ix.            advertisements that promote particular securities or that provide or allege to provide insider tips; 

x.             any illegal conduct, product, or enterprise; 

xi.            unapproved pharmaceuticals and supplements; 

xii.           prescription drugs;

xiii.          products that have been subject to any government or regulatory action or warning; 

xiv.           products with names that are confusingly similar to an unapproved pharmaceutical or supplement or controlled substance; and 

xv.           material that directly advertises products to or is intended to attract children under the age of 13. 

  • Advertisements Requiring Approval: Advertisements in the following categories require approval on a case-by-case basis:

i.           advertisements that promote or reference alcohol; 

ii.            advertisements for online dating services; 

iii.           advertisements for gambling and games of skill; 

iv.            advertisements for lotteries;

v.             advertisements for financial services; 

vi.            advertisements for contraceptives; 

vii. advertisements for online pharmacies or pharmaceuticals; 

viii. political advertisements;

ix.            other advertisements classified as restricted by Mariam Grey from time to time.

  • Testimonials & Endorsements:
  • any testimonials and endorsements contained in advertisements must comply with all applicable law(s), industry codes, rules, and regulations. If an endorser’s were atypical or if the endorser was paid, a clear and conspicuous disclaimer would be required; 
  • Mariam Grey recognizes and maintains a distinct separation between advertising and sponsored content and editorial content. All advertising or sponsored content on the Platform of the Company will be clearly and unambiguously identified; and 
  • a click on an advertisement may only link the User to the Platform of the Third Party Advertiser(s). 

i.        Editorial Policy for the Platform

          As part of the Services, Mariam Grey may provide Mariam Grey Content on the Platform targeted at general public for informational purposes only and such content does not constitute professional medical advice, diagnosis, treatment or recommendations of any kind. Mariam Grey Content is subject to the following rules/ information: 

i.        Mariam Grey Content is original and is relevant to the general public. Non-original content will be credited appropriately. 

ii.       Topics for Mariam Grey Content are selected by a board of qualified advisers;

iii.       Topics for Mariam Grey Content are chosen on the basis of current health news, drug alerts, new drug launches, and similar bases;

iv.       Mariam Grey maintains principles of fairness, accuracy, objectivity, and responsible, independent reporting; 

v.        the member of Mariam Grey has to fully disclose any potential conflict of interest with any of the Third Party Service Providers; and

vi.       Mariam Grey’s editorial staff holds the responsibility of providing objective, accurate, and balanced accounts of events and issues.

j.        Diagnostics Services –

As a condition of Your use of and access to the diagnostic services provided through the Platform and Your acceptance of these Terms, You are subject to the following rules/ guidelines:

Terms for use of the Diagnostic Services:

i.        Mariam Grey provides Services through the Platform as a marketplace and facilitates the Users to avail diagnostic test/ packages facilities offered by Third Party Labs through the Platform. Mariam Grey is not and shall not be responsible for any sample collected, tests conducted and reports generated by the Third Party Labs and does not deal with any of Third Party Labs’ client or patient managed by Third Party Labs through the Platform and only provides facilitation Services to the Users through the Platform. Use of the Platform may require the Third Party Labs to use software and the Third Party Labs have to ensure the procurement of such software from the concerned providers. User and the Third Party Labs agree to use the Platform and the materials provided therein only for purposes that are permitted by: (a) these Terms; and (b) any applicable law(s), regulation or generally accepted practices or guidelines in Nigeria;

ii.       The Third Party Labs may not access the Services if the Third Party Labs are Mariam Grey’s direct competitor, except with Mariam Grey’s prior written consent. In addition, the Third Party Labs may not access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.

  1. Mariam Grey will use commercially reasonable efforts to make the Services available 24 (twenty-four) hours a day, 7 (seven) days a week, except for (i) planned downtime or (ii) any unavailability caused by circumstances beyond Mariam Grey’s reasonable control, including without limitation Force Majeure Events (as defined herein below). Mariam Grey will provide the Services only in accordance with applicable law(s) and government regulations. 
  2. The Services may be subject to certain limitations, such as, limits on disk storage space, on the number of calls Third Party Labs are permitted to make against Mariam Grey’s application programming interface, and, other limitations dependent on the Third Party Labs plan, for example, number of SMS, or number of Users. Any such limitations are specified in the Third Party Labs’ plans. The Services provide real-time information to enable Third Party Labs to monitor such Third Party Labs’ compliance with such limitations. 
  1.  Notwithstanding anything to the contrary contained herein, Third Party Labs alone shall be liable for Third Party Labs’ dealings and interaction with the Users who use the services of the Third Party Labs or diagnostic centres contacted or managed through the Platform and Mariam Grey shall have no liability or responsibility in this regard. Mariam Grey does not guarantee or make any representation with respect to the correctness, completeness or accuracy of the information or details provided by such User, Third Party Labs or any diagnostic centre or any third party through the Platform. The Services should not be used for emergency appointment purposes. 
  2.  Notwithstanding anything to the contrary contained herein, Third Party Labs alone shall be liable for dealings and interaction with Users contacted or managed through the Platform and Mariam Grey shall have no liability or responsibility in this regard. Mariam Grey does not guarantee or make any representation with respect to the correctness, completeness or accuracy of the tests conducted and reports generated by the Third Party Labs. 
  3.  Mariam Grey may, at its sole discretion, suspend Third Party Labs or Users’ ability to use or access the Platform at any time while Mariam Grey investigates complaints or alleged violations of these Terms, or for any other reason. Mariam Grey has the right to edit profiles of Third Party Labs to make them more suitable for package searches on the Platform. If Third Party Labs and/ or Users find any wrong information on the Platform in relation to such Third Party Labs and/ or User, they can correct it themselves or contact Mariam Grey immediately for such corrections. Mariam Grey shall have no liability or responsibility in this regard. 
  4. Terms for use of the Online Doctor Consultancy Services:
    1.  Mariam Grey is an online health platform that provides a variety of online and online-linked health products and services to the Users for health related information and resources. Whenever We use the words “Your physician” or “Your doctor” or “healthcare provider” or similar words on the Platform, including in these Terms, We mean Your personal doctor with whom You have an actual, mutually acknowledged, doctor-patient relationship. Mariam Grey’s Medical Experts are not “Your” physician or healthcare provider. 
    2.  NO DOCTOR-PATIENT RELATIONSHIP: Mariam Grey does not replace Your relationship with physician or healthcare provider. The information interpreted SHOULD NOT be relied upon as a substitute for sound professional medical advice, evaluation or care from Your physician or other qualified healthcare provider. 
    3.  You acknowledge that the Medical Experts empanelled with Us are independent contractors and thereby Mariam Grey has an independent contractor relationship with such Medical Experts and therefore in no event Mariam Grey will be directly or vicariously liable for any advice or medical consultancy or any loss arising therefrom that the Medical Experts may provide to You or You may use as part of the Services. 
    4.  You acknowledge that the e-prescription which may be issued by the medical expert(s), in certain events, is not to be treated as a valid prescription under applicable law(s) of Nigeria and may not be used for dispensation of medicines by any pharmacist including the Third Party Pharmacies. You further agree and acknowledge that if You request us to process the e-prescription or any form of prescription (whether original or scanned copy of the original prescription) for facilitation of medicine orders, then we will only act as an aggregator and assume no responsibility and/ or liability in relation to the dispensation of the medicines, which shall at all times be at your sole risk and the sole responsibility of the Third Party Pharmacies supplying the medicines to you. 
    5.  You acknowledge that although some of the content, text, data, graphics, images, information, suggestions, guidance, and other material (collectively, “Information”) that is provided to You on the Platform (including Information provided in direct response to Your questions or postings) may be provided by individuals in the medical profession, the provision of such Information does not create a doctor/medical professional-patient relationship, but is provided to inform You on various medical conditions, medical diagnosis and treatment and it does not constitute a direct medical diagnosis, treatment or prescription. Everything on the Platform should be used for information purposes only. 
    6.  Mariam Grey is designed to support the health decisions and choices that You make. These decisions and choices are Yours, and We believe that You, in connection with the advice You receive from Your doctor or other professional healthcare provider, are the best decision maker about Your health. We cannot make decisions for you, but can help You find good health information and connect with doctors for in-person information. On Mariam Grey You can ask and find informational questions and related educational answers by Medical Experts. The Platform is not a place for the practice of medicine, but Medical Experts on the Platform can be a resource for reliable, relevant general health information. 
    7.  Even if Your real life doctor is on Mariam Grey, personal medical advice, treatment or diagnosis are not permitted through the Platform, and by using the Platform You agree not to solicit these or use any information as if it were personal advice, treatment, or diagnosis.
    8.  We do not recommend or endorse any specific Medical Expert(s), tests, products, procedures, opinions, or other information that may be mentioned on the Platform. In case of any medical emergency, kindly contact Your nearest doctor/hospital or any related helpline. 
    9.  The Services are not for use in medical emergencies or for critical health situations requiring prompt medical attention. The Services are not intended to be real-time and should not be used in emergency situations.
    10. You take full responsibility for ensuring that the information submitted is accurate and Mariam Grey shall not make any effort to validate any information provided by You for using the Services with respect to content, correctness or usability. We, with an intention to provide the best services possible could ask You to share more information as and when needed. 
    11.  The opinions, statements, answers and tele-consultations (collectively “Consultation”) provided by the Medical Experts through the Platform are solely the individual and independent opinions and statements of such Medical Experts and do not reflect the opinions of Mariam Grey, its affiliates or any other organizations or institutions to which such Medical Expert or such specialist or professional is affiliated or provides services. Mariam Grey does not recommend or endorse any specific tests, physicians, products, procedures, opinions, or other information that may be mentioned on the Platform or by a licensee of Mariam Grey. 
    12.  The inclusion of professionals, specialists and/ or Medical Experts on the Platform or in any professional directory on the Platform does not imply recommendation or endorsement of such specialists and/ or Medical Experts nor is such information intended as a tool for verifying the credentials, qualifications, or abilities of any specialists and/ or Medical Experts contained therein. Such information is provided on an ‘as-provided-toMariam Grey and as an ‘as-is’ basis and Mariam Grey disclaims all warranties, either express or implied, including but not limited to the implied warranties of merchantability and fitness for particular purpose. 
    13.  Mariam Grey, its owners, the employees of Mariam Grey, the staff of Mariam Grey, Medical Experts and third-party professionals who offer the Services through the Platform accept no responsibility for any medical, legal or financial events or outcomes related to the Services availed through the use of the Platform. 
    14.  Mariam Grey makes no warranty that the Services will meet Your requirements, or that the Service(s) will be uninterrupted, timely, secure, or error free. This includes loss of data or any service interruption caused by Mariam Grey employees. Mariam Grey is not responsible for transmission errors, corruption of data. 
    15.  Mariam Grey is for personal use and the Services are for individuals to use for supporting their personal health decisions. You may use the Platform for personal, but not for commercial, purposes. 
    16.  The Platform may not be used for illegal purposes. The Information and Services may not be used for any illegal purpose. You may not access our networks, computers, or the Information and Services in any manner that could damage, disable, overburden, or impair them, or interfere with any other person’s use and enjoyment. You may not attempt to gain unauthorized access to any Information or Services, other accounts, computer systems, or networks connected with the Platform, the Information, or Services. You may not use any automated means) to access the Platform, the Information, or Services for any purpose. Such unauthorized access includes, but is not limited to, using another person’s login credentials to access his or her Mariam Grey profile/ account. Any attempt by any individual or entity to solicit login information of any other user or Medical Expert or to access any such account is an express and direct violation of these Terms and of applicable law(s), including relevant privacy and security laws and laws prohibiting unfair or unethical business practices. 
    17.  You cannot transfer or assign your right to use the Services to another person.
    18.  Notwithstanding anything to the contrary contained herein, You alone shall be liable for Your dealings and interaction with patients or Medical Experts (as the case may be) contacted or managed through the Platform and Mariam Grey shall have no liability or responsibility in this regard. Mariam Grey does not guarantee or make any representation with respect to the correctness, completeness or accuracy of the Information or detail provided by such client, patient, User, Medical Experts or any third party through the Platform. The Services should not be used for emergency appointment purposes. 
    19.  The exchanges between the Medical Experts and the patient through the chat window or over telephone (as the case maybe) and the e-prescription would be accessible to Mariam Grey for the purposes of monitoring the quality of the consultation. 
    20.  Mariam Grey may, at its sole discretion, suspend User’s or Medical Expert’s ability to use or access the Platform at any time while Mariam Grey investigates complaints or alleged violations of these Terms, or for any other reason. Mariam Grey has the right to edit profiles of Medical Experts to make them more suitable for patient/ Users searches on the Platform. 
    21.  The Services should not be depended upon and should not be treated as a replacement for obtaining consultation for diseases as the consultation provided through the Platform is generic in the approach and shall not and cannot act as a substitute for physical consultation with a doctor. Also the Consultations provided through the Platform are not diagnostic in nature. 
    22.  Risks of using Mariam Grey’s Services

 As with any medical procedure, there are potential risks associated with using the Services. By using the Services, You agree to abide by these Terms, Privacy Policy and risks described below. These risks include, but may not be limited to:

  1. Risks associated with lack of physical examination. While the Platform is an honest attempt to provide access to the best possible medical information to the Users, the Medical Experts will not be examining You physically. The Medical Experts may not have access to all or some of Your medical history that might be critical to consult You. The Medical Experts will not have the benefit of information that would be obtained by examining You in person, observing Your physical condition and by going through Your medical records. This means that the Services provided is different from the diagnostic and treatment services typically decided by a physician. Therefore, the Medical Experts may not be aware of facts or information that would affect his or her opinion of Your diagnosis. To reduce the risk of this limitation, Mariam Grey strongly encourages You to be in touch with an on-ground physician and share the Mariam Grey’s opinion with him/her. 
  2. Nature, limitations, and security of advice/information/opinion on Platform. By requesting a medical opinion through the Platform, You acknowledge and agree that:
    1.  the advice/information/opinion on diagnosis You may receive could be limited and provisional; 
    2.  the medical opinion is not intended to replace a face-to-face visit with a physician and it does replace an actual doctor-patient relationship; 
    3.  in case of a second opinion where there is a difference of opinion among Our Medical Experts and Your physician, You would bear the responsibility to decide on online or offline consultation, or procedure, and/or treatment; 
    4.  the Medical Expert is reliant on information provided by You and hence any information demonstrated to have been falsified, misleading or incomplete will immediately render the opinion and all details therein null and void; 
    5.  in some cases, the Medical Expert may determine that the transmitted information is of inadequate quality and may ask for more information, without which he/she may refuse to answer the query; 
    6.  in rare cases, the Medical Experts may feel that the query may not be answerable without physically examining the patient/ Users and the Consultation may be refused forthwith; 
    7.  in very rare instances, security protocols could fail, causing a breach of privacy of personal medical information; and 

 delays in medical evaluation and answers could occur due to deficiencies or failures of the service as per those mentioned in these Terms

OTHER TERMS

Your Mariam Grey Profile: Profile, Collection, Use, Storage and Transfer

  1. Your Mariam Grey profile is created to store records of Your Consultations and Your personal health information online, including history, health conditions, allergies and medications. 
  2.  Any information provided as part of a web Consultation or obtained from use of the Services by You becomes part of Your Mariam Grey record. You agree to provide accurate information to help Us serve You best to Our knowledge, to periodically review such information and to update such information as and when necessary. Mariam Grey reserves the right to maintain, delete or destroy all communications and materials posted or uploaded to the Platform according to its internal record retention and/or destruction policies. You might be contacted via email to review the information provided by You for Mariam Grey’s record or for the Services. You are required to provide a valid email-id and to update it as and when needed. 
  3. For additional information regarding use of information about You, please refer to the Privacy Policy which sets out:
    1.  the type of information collected from Users, including sensitive personal data or information; 
    2.  the purpose, means and modes of usage of such information; and 
    3.  how and to whom Mariam Grey will disclose such information. 

4.Every User is expected to read and understand the Privacy Policy, so as to ensure that he or she has the knowledge of:

i.   the fact that the information is being collected; 

ii.   the purpose for which the information is being collected; 

iii.  the intended recipients of the information; 

  1.  the name and address of the agency that is collecting the information and the agency that will retain the information; and 
  2.  the various rights available to such Users in respect of such information. 
  3.  Mariam Grey shall not be responsible in any manner for the authenticity of the personal information or sensitive personal data or information supplied by the Users to Mariam Grey or any other person acting on behalf of Mariam Grey. 
  4.  The use of the Platform involves every Users’ registration information and browsing history being stored and submitted to the appropriate authorities. The consent and procedure for such collection and submission is provided in the Privacy Policy. The other information collected by Mariam Grey from Users as part of the registration process is described in the Privacy Policy. The consent and revocation procedures in relation to the same are set out in the Privacy Policy. 
  5.  The Users are responsible for maintaining the confidentiality of the Users’ account access information and password. The Users shall be responsible for all uses of the Users’ account and password, whether or not authorized by the Users. The Users shall immediately notify Mariam Grey of any actual or suspected unauthorized use of the Users’ account or password. 
  6.  If a User provides any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or Mariam Grey has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Mariam Grey shall have the right to suspend or terminate such account at its sole discretion. 
  7.  Mariam Grey may disclose or transfer User Information (as defined in the Privacy Policy) to its affiliates in other countries, and You hereby consent to such transfer.

 By accepting these Terms and by registering on the Platform, You consent to be contacted by Us and/or by our third party service providers.You further consent to receive Calls, emails and messages (SMS) notifications and information from Us and from Third Party Service Providers including for promotions, discount and/or other service delivery related issues.

Payment, Fees and Taxes:

  1. Registration on the Platform and the access to the information provided on the Platform is free but Users and Third Party Pharmacies, Third Party Labs and Third Party Medical Experts must make the stipulated payments for products and/or services availed on the Platform. Mariam Grey may choose to either personally collect such payment from You or may use the services of collection agents duly appointed in this regard. You agree and acknowledge that You shall not hold Mariam Grey responsible for any loss or damage caused to You during the process, due to any acts or omission on the part of third parties such as the collection agents or for any actions/ omissions which are beyond the control of Mariam Grey. 
  2.  In relation to the diagnostic services being availed from the Platform, Third Party Labs agree to pay all package fees, consulting fees and other fees applicable to the Third Party Labs use of such Services and the Third Party Labs shall not circumvent the fee structure. You agree and acknowledge that You shall not hold Mariam Grey responsible for any loss or damage caused to You during the process, due to any acts or omission on the part of the Third Party Labs’ any actions/ omissions which are beyond the control of Mariam Grey. 
  3.  Each User / Third Party Service Providers is solely responsible for payment of all taxes, legal compliances, statutory registrations and reporting. Mariam Grey is in no way responsible for any of the taxes except for its own income tax. 
  4.  Third parties support and services are required to process online fee payment. Mariam Grey is not responsible for any loss or damage caused to User/ Third Party Service Providers during this process as these third parties are beyond the control of Mariam Grey.
  5.  All fees are exclusive of applicable taxes. 
  6.  Mariam Grey reserves the right to modify the fee structure and stated prices by providing on the Platform which shall be considered as valid and agreed communication. 
  7.  In order to process the payments, Mariam Grey might require details of User’s/ Third Party Service Providers’ bank account, credit card number etc. Please check Our Privacy Policy on how Mariam Grey uses the confidential information provided by Users. 

 Available payment methods vary, and Mariam Grey reserves the right to change these methods from time to time.

Return, Refund, Cancellation and Shipping charges: 

We offer return and refund on the products and Services ordered by You on the Platform which are subject to further terms and conditions as detailed in the return, refund, cancellation and shipping charges policy (“Return and Refund Policy”). The Return and Refund Policy forms an integral part of these Terms and the Users are requested to carefully read the same.

Covenants by Users and Third Party Service Providers

  1. Each Covenanter undertakes that it shall not do any act or post, display, upload, modify, publish, transmit, update or share any information that –
    • belongs to another person and to which the such Covenanter does not have any right;
    •  is grossly harmful, insulting or harassing on the basis of gender, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, invasive of another’s privacy including bodily privacy, hateful, racially or ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise inconsistent with or contrary to the laws in force;
    •  infringes any patent, trademark, copyright or other proprietary rights;
    •  violates any law for the time being in force;
    • impersonates another person;
    • is harmful to child;
    •  deceives or misleads the addressee about the origin of such messages or knowingly and intentionally communicates any information that is patently false or misleading in nature but may reasonably be perceived as a fact;
    •  contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;
    •  is prohibited under applicable law(s) for the time being in force;
    •  is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person; and
    •  threatens the unity, integrity, defense, security or sovereignty of Nigeria, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation.
  2. You are also prohibited from:
    • violating or attempting to violate the integrity or security of the Platform or any Mariam Grey Content;
    •  transmitting any information (including job posts, messages and hyperlinks) on or through the Platform that is disruptive or competitive to the provision of Services by Mariam Grey;
    •  intentionally submitting on the Platform any incomplete, false or inaccurate information;
    •  making any unsolicited communications to other Covenanters;
    •  using any engine, software, tool, agent or other device or mechanism (such as spiders, robots, avatars or intelligent agents) to navigate or search the Platform;
    •  attempting to decipher, decompile, disassemble or reverse engineer any part of the Platform;
    •  copying or duplicating in any manner any of the Mariam Grey Content or other information available from the Platform; and
    •  framing or hotlinking or deeplinking any Mariam Grey Content.
  3. Mariam Grey, upon obtaining knowledge by itself or being brought to actual knowledge by an affected person in writing or through email signed with electronic signature about any such information as mentioned in this Clause 4, shall be entitled to disable such information that is in contravention of this Clause 4 or any provisions of these Terms. Mariam Grey shall be entitled to preserve such information and associated records for at least 90 (ninety) days for production to governmental authorities for investigation purposes.
  4.  In case of non-compliance with any applicable law(s), rules or regulations, or these Terms or the Privacy Policy by a Covenanter, Mariam Grey has the right to immediately terminate the access or usage rights of the Covenanter to the Services and to remove noncompliant information.

Liability

  1. Mariam Grey shall not be responsible or liable in any manner to the Users or any Third Party Service Providers (collectively referred to as the “Other Parties”) for any losses, damage, injuries or expenses incurred by Other Parties as a result of any disclosures made by Mariam Grey, where Other Parties have consented to the making of such disclosures by Mariam Grey. If the Other Parties had revoked such consent under the terms of the Privacy Policy, then Mariam Grey shall not be responsible or liable in any manner to the Other Parties for any losses, damage, injuries or expenses incurred by the Other Parties as a result of any disclosures made by Mariam Grey prior to its actual receipt of such revocation. 
  1.  The Services provided by Mariam Grey or any of its licensors or providers or Third Party Service Providers are provided ‘as is’, as available, and without any warranties or conditions (express or implied, including the implied warranties of merchantability, accuracy, fitness for a particular purpose, title and non-infringement, arising by statute or otherwise in law or from a course of dealing or usage or trade). Mariam Grey does not provide or make any representations, warranties or guarantees, express or implied about the Platform or the Services. Mariam Grey does not verify any content or information provided by the Other Parties on the Platform and to the fullest extent permitted by applicable law(s), disclaims all liability arising out of the Other Parties’ use or reliance upon the Platform, the Services, the Mariam Grey Content, Third Party Contents, representations and warranties made by the Other Parties on the Platform or any loss arising out of the manner in which the Services have been rendered. 
  2.  The Platform may be linked to the Platform of third parties, affiliates and business partners. Mariam Grey has no control over, and not liable or responsible for content, accuracy, validity, reliability, quality of such Platforms or made available by/through the Platform. Inclusion of any link on the Platform does not imply that Mariam Grey endorses the linked Platform. Other Parties may use the links and these services at their own risk. 
  3.  Mariam Grey shall not be responsible for the mishaps/missed services due to no service/no show from the Other Parties; Mariam Grey shall not be responsible for any error in any of the services being provided by the Third Party Service Providers. 
  4.  Users accept and acknowledge that Mariam Grey does not provide any representation or give any guarantee or warranty (whether express or implied, or whether arising by virtue of a statue or otherwise in law or from a course of dealing or usage or trade) in relation to the goods/ products and services made available on its Platform by Third Party Service Providers, including any guarantee or warrantee that such goods/ products (i) are merchantable; (ii) fit for the purpose of which they are to be (or have been) purchased;(iii) have accurate description; (iv) do not cause any infringement; and (v) that the Third Party Service Providers have legal title over the goods/products being offered for sale by them on the Platform. Mariam Grey also does not provide any representation or give any guarantee or warranty (whether express or implied) about the Platform or any of the Services offered or services offered or provided by the Third Party Service Providers. 
  5.  The Other Parties further accept and acknowledge that Mariam Grey does not verify any content or information provided by either the Users or the Third Party Services/ or obtained from the Users or the Third Party Service Providers, and to fullest extent permitted by applicable law(s), disclaims all liability arising out of the Other Parties’ use or reliance upon the Platform, the Services, the Mariam Grey Content, Third Party Content, representations and warranties made by the Other Parties on the Platform or any opinion or suggestion given or expressed by Mariam Grey or any Third Party Service Providers in relation to any Services provided by Mariam Grey. 
  6.  Mariam Grey assumes no responsibility, and shall not be liable for, any damages to, or viruses that may infect Other Parties’ equipment on account of the Other Parties’ access to, use of, or browsing the Platform or the downloading of any material, data, text, images, video content, or audio content from the Platform. If any of the Other Party is dissatisfied with the Platform, the sole remedy of such Other Party(s) is to discontinue using the Platform. 
  7.  The listing of Third Party Service Providers on the Platform is based on numerous factors including Users comments and feedbacks. In no event shall the Protected Entities (as defined herein below) be liable or responsible for the listing order of Third Party Service Providers on the Platform. 
  8.  To the maximum extent permitted by applicable law(s), Mariam Grey, its affiliates, independent contractors, service providers, consultants, licensors, agents, and representatives, and each of their respective directors, officers or employees (“Protected Entities”), shall not be liable for any direct, indirect, special, incidental, punitive, exemplary or consequential damages, or any other damages of any kind, arising from, or directly or indirectly related to, (i) the use of, or the inability to use, the Platform or the content, materials and functions related thereto; (ii) User’s provision of information via the Platform; even if such Protected Entity has been advised of the possibility of such damages. 
  9.  In no event shall the Protected Entities be liable for, or in connection with, (i) the provision of, or failure to provide, all or any products or service by a Third Party Service Provider to any User; or (ii) any comments or feedback given by any of the Users in relation to the goods or services provided by any Third Party Service Providers; or (ii) any content posted, transmitted, exchanged or received by or on behalf of any User, Third Party Service Providers or other person on or through the Platform. 
  10.  Mariam Grey disclaims any liability in relation to the validity of the medical advice provided by the Medical Experts and the validity and legality of the e-prescription for dispensation of medicines and conduct of diagnostic tests. All liabilities arising out of any wrong diagnosis of medical condition by the Medical Experts and/ or arising from the e-prescription will be of the concerned Medical Expert. Further, all liabilities arising out of any wrong diagnosis report by the Third Party Labs and/ or arising from the wrong dispensation of the Pharmaceutical Goods and Services will be of the concerned Third Party Labs or the Third Party Pharmacies as the case may be. 
  11.  The Users may share their previous medical history during interaction with the Medical Experts. The Users undertake to share such information at their own risk. Mariam Grey reserves the right to retain such information for the purpose of providing Services to the Users. 
  12.  With respect to the Consultation Services, Mariam Grey will decide the Medical Expert to whom the query should be directed based on the information shared by the User. However, in no event the Protected Entities shall be held liable for the losses attributable to such decision making and in no event shall the Protected Entities be liable for any Consultation provided and/or e-prescription issued by the Medical Expert by using the interface of online medical consultancy. 
  13.  The Users acknowledge that the Protected Entities merely act in the capacity of facilitators between the Other Parties by providing a platform for them to interact and transact. In no event shall the Protected Entities be held liable for any of the losses attributable to Services offered through the Platform. 
  14.  In no event shall the total aggregate liability of the Protected Entities to any Other Parties for all damages, losses, and causes of action (whether in contract or tort, including, but not limited to negligence, strict liability, product liability or otherwise) arising from these Terms or any Other Parties’ use of the Platform exceed an aggregate amount of NGN50,000.00. Mariam Grey accepts no liability for any errors or omissions on behalf of the Other Parties. 

 In no event shall the Protected Entities be liable for failure on the part of the Users or Third Party Service Providers to provide agreed services or to make himself/herself available at the appointed time, cancellation or rescheduling of appointments. In no event shall the Protected Entities be liable for any comments or feedback given by any of the Users in relation to the services provided by a Third Party Service Providers. 

Indemnity 

The Covenanters agree to defend, indemnify and hold harmless Mariam Grey, the Protected Entities, independent contractors, service providers, consultants, licensors, agents, and representatives, and each of their respective directors, officers and employees, from and against any and all claims, losses, liability, damages, and/or costs (including, but not limited to, reasonable attorney fees and costs) arising from or related to (a) Covenanters access to or use of Platform; (b) Covenanters violation of these Terms or any applicable law(s); (c) Covenanters violation of any rights of another person/ entity, including infringement of their intellectual property rights; or (d) Covenanters conduct in connection with the Platform.

Modification of Platform 

Mariam Grey reserves the right to modify or discontinue, temporarily or permanently, the Platform or any features or portions thereof without prior notice. Other Parties agree that Mariam Grey will not be liable for any modification, suspension or discontinuance of the Platform or any other part thereof.

Intellectual property rights 

All the intellectual property used on the Platform except those which have been identified as the intellectual properties of the Other Parties shall remain the exclusive property of the Company. The Other Parties agree not to circumvent, disable or otherwise interfere with security related features of the Platform or features that prevent or restrict use or copying of any materials or enforce limitations on use of the Platform or the materials therein. The materials on the Platform or otherwise may not be modified, copied, reproduced, distributed, republished, downloaded, displayed, sold, compiled, posted or transmitted in any form or by any means, including but not limited to, electronic, mechanical, photocopying, recording or other means.

Compliance of Applicable Law

  1. While communicating/ transacting with each other through the Platform, the Other Parties shall at all times ensure full compliance with the applicable provisions of applicable laws for the time being in force, and ensure due payment of applicable taxes. They must specifically ensure that they are in no way doing or enabling the doing of anything prohibited or otherwise unlawful. 
  2.  The Users must also ensure that the prescription uploaded on the Platform or emailed to Mariam Grey for processing the order for Prescription Drugs is a valid prescription duly obtained from a registered medical practitioner. The Users acknowledge and accept that they shall bear all costs/ liability/ damages, caused to the Third Party Service Providers or to Mariam Grey, as a result of any dispensation of Prescription Drugs by the Third Party Service Providers owing to the non-compliance by the User in this regard. 

Termination (Parties for the Purpose of these Terms shall collectively mean the Other Parties and Mariam Grey)

  1. The provisions of these Terms shall continue to apply until terminated by either of the Party as set for below:
    1. In case of Other Parties wanting to terminate these Terms, Other Parties may do so by:
      1. not accessing the Platform; or
      2. closing their accounts for all of the Services that they use. 
    2. Mariam Grey reserves the right to, at any time, and with or without notice, terminate these Terms against each or any of the Users or the Third Party Service Providers or the Other Parties as a whole, if there is:
      1.  breach any of applicable law(s), including but not limited to the Captioned Laws or the provisions of these Terms or the terms of the Privacy Policy or any other terms, conditions, or policies that may be applicable to the Other Parties from time to time (or have acted in a manner that clearly shows that Other Party(s) do not intend to, or are unable to, comply with the same); or 
      2.  Mariam Grey is unable to verify or authenticate any information provided to Mariam Grey by Other Party(s); or 
      3.  Mariam Grey believes, in its sole discretion, that Other Party(s) actions may cause legal liability for Mariam Grey (or any of its affiliates, independent contractors, service providers, consultants, licensors, agents, and representatives) or are contrary to the interests of the Platform; or 
      4.  Mariam Grey is required to do so by law; or 
      5.  if Other Party(s) fail to provide (or after providing such consent, later revoke) the consents necessary or desirable for Mariam Grey to provide the Services to the Other Party(s); or 
      6.  The provision of the Services to the Other Party(s), or to the general public, is in Mariam Grey’s opinion, no longer commercially viable; or 
      7.  Mariam Grey has elected to discontinue, with or without reason, access to the Platform or the Services (or any part thereof). 
    3.  Mariam Grey may also terminate or suspend (temporarily or permanently) all or a portion of Other Party(s) account or access to the Services, with or without reason. Except as may be set forth in any of the terms applicable to a particular Service, termination of Other Party(s) account may include: (i) removal of access to all offerings within the Platform or with respect to the Services; and (ii) barring Other Party(s) from further use or access of the Platform or of any of the Services. 
    4.  Once terminated or suspended (temporarily or permanently), Other Party(s) may not continue to use the Platform under the same account, a different account or re-register under a new account. 
    5.  Upon termination of these Terms, Mariam Grey shall have no obligation to maintain or provide any of Other Party(s) data and may thereafter, unless legally prohibited, delete all of Other Party(s) data in its systems or otherwise in its possession or under its control, including but not limited to Other Party(s) personal information, log-in ID and password, order details (including any prescriptions uploaded) and all related information, files and materials associated with or inside Other Party(s) account (or any part thereof). 
    6.  Mariam Grey reserves the right, at its sole discretion, to pursue all of its legal remedies, including but not limited to deletion of the Other Party(s) content from the Platform with or without ability to access the Platform and the other Services, upon any breach by the Other Party(s) of these Terms or if Mariam Grey is unable to verify or authenticate any information the Other Party(s) submits to Mariam Grey, or if the Other Party(s) fail to provide (or after providing such consent, later revokes) the consents necessary or desirable for Mariam Grey to provide the Services to the Other Party(s). 
    7.  The right to terminate/ suspend the account is in addition to, and without prejudice to, Mariam Grey’s right to initiate action against the Other Party(s), in accordance with applicable law. 

Force Majeure

Other Parties accept and acknowledge that Mariam Grey shall not be liable for any loss or damage caused to the User as a result of delay or default or deficiency or failure in the Services as a result of any natural disasters, fire, riots, civil disturbances, actions or decrees of governmental bodies, communication line failures (which are not caused due to the fault of Mariam Grey or the Third Party Service Providers), or any other delay or default or deficiency or failure which arises from causes beyond Mariam Grey’s reasonable control (“Force Majeure Event”). In the event of any Force Majeure Event arising, Mariam Grey, depending on whose performance has been impacted under the Terms, shall immediately give notice to the Other Party(s) of the facts which constitute the Force Majeure Event.

Governing Law and Dispute Resolution 

These Terms and any contractual obligation between the Parties will be governed by the laws of Nigeria, without reference to the conflict of laws principles. Any legal action or proceeding related to Other Party(s) access to, or use of, the Platform or these Terms shall be subject to the exclusive jurisdiction of the courts at Lagos State, Nigeria. All disputes will be subject to arbitration in Lagos State by a sole arbitrator appointed by Mariam Grey under the Arbitration and Conciliation Act.

Survival 

Even after termination, certain obligations mentioned under Covenants, Liability, Indemnity, Intellectual Property, Dispute Resolution which are designed to continue after termination, will continue and survive termination.

Severability

If any provision of these Terms is deemed invalid, unlawful, void or for any other reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any of the remaining provisions.

Waiver

No provision of these Terms shall be deemed to be waived and no breach excused, unless such waiver or consent shall be in writing and signed by Mariam Grey. Any consent by Mariam Grey to, or a waiver by Mariam Grey of any breach by Other Parties, whether expressed or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach.

Headings

The headings and subheadings herein are included for convenience and identification only and are not intended to describe, interpret, define or limit the scope, extent or intent of these Terms.

Contact Information

If any Other Party(s) has any grievance, comment, question or suggestion regarding any of our Services, such should be forwarded to Mariam Grey at hello@mariamgrey.com.