End User License Agreement

This End User License Agreement (this “Agreement”) is a binding agreement between Genting TauRx Diagnostic Centre Sdn. Bhd. (Registration No.: 201201034698 (1019179-U)), a private limited company incorporated in Malaysia (“GTD”) and the end user (“User”) of the HiPAL software application made available to User by GTD (“Software”) and all materials that describe the installation, operation, use or technical specifications of the Software provided by GTD (“Documentation”).

PLEASE READ THIS AGREEMENT CAREFULLY AS IT GOVERNS USER’S USE OF THE SOFTWARE AND DOCUMENTATION.

GTD PROVIDES THE SOFTWARE AND DOCUMENTATION SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT USER ACCEPTS AND COMPLIES WITH THEM. BY CLICKING THE “ACCEPT” BUTTON, USER: (A) ACCEPTS THIS AGREEMENT AND GTD’S PRIVACY POLICY FOUND AT https://hipal-app.com/privacy-policy/ AND INCORPORATED HEREIN BY REFERENCE (“PRIVACY POLICY”), AND AGREES THAT USER IS LEGALLY BOUND BY ITS TERMS; AND (B) REPRESENTS AND WARRANTS THAT USER IS OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT. IF USER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, GTD WILL NOT AND DOES NOT LICENSE THE SOFTWARE AND DOCUMENTATION TO USER, AND USER MUST NOT INSTALL THE SOFTWARE OR USE THE DOCUMENTATION.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT OR USER’S ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, NO LICENSE IS GRANTED (WHETHER EXPRESSLY, BY IMPLICATION OR OTHERWISE) UNDER THIS AGREEMENT, AND THIS AGREEMENT EXPRESSLY EXCLUDES ANY RIGHT, CONCERNING ANY SOFTWARE OR DOCUMENTATION THAT USER DID NOT ACQUIRE LAWFULLY OR THAT IS NOT A LEGITIMATE, AUTHORIZED COPY OF GTD’S SOFTWARE OR DOCUMENTATION.

1. License Grant and Scope. Subject to and conditioned upon payment of the License Fee and User’s strict compliance with all terms and conditions set forth in this Agreement, GTD hereby grants to User a non-exclusive, non-transferable, non-sublicensable limited license during the Term to use the Software and Documentation, solely as set forth in this Section 1 and subject to all conditions and limitations set forth in this Agreement. This license grants User the right to: (a) install the Software in accordance with the Documentation; and (b) use and run the Software as properly installed in accordance with this Agreement and solely as set forth in the Documentation and solely for User’s personal, recreational, non-commercial purposes. User is not allowed to use the Software for commercial purpose unless written consent is obtained from GTD.

2. Use Restrictions. User shall not, directly or indirectly: (a) use the Software or Documentation beyond the scope of the license granted under Section 1; (b) provide any third party, including any subcontractor, independent contractor, affiliate or service provider of User, with access to or use of the Software or Documentation ; (c) modify, translate, adapt or otherwise create derivative works or improvements of the Software or Documentation or any part thereof; (d) combine the Software or Documentation or any part thereof with, or incorporate the Software or Documentation or any part thereof in, any other programs; (e) reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the source code of the Software or any part thereof; (f) remove, delete, alter or obscure any trademarks or any notices of copyright, trademark, patent or other intellectual property or proprietary rights from the Software or Documentation; (g) copy the Software or Documentation, in whole or in part; (h) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the Software, Documentation or any features or functionality of the Software or Documentation, to any third party for any reason; (i) use the Software or Documentation in violation of any applicable law or regulation; (j) use the Software or Documentation for purposes of competitive analysis of the Software, the development of a competing software product or service or any other purpose that is to GTD’s commercial disadvantage; (k) use the Software or Documentation for medical management (including diagnosis or treatment of any human disease or condition) of a human being; or (l) use the Software or Documentation for clinical studies for obtaining or maintaining any approval with any regulatory authority for any service of any kind.

3. Registration & Account Security.

(a) To access the Software or Documentation or some of the resources it offers, User may be asked to provide certain registration details or other information. It is a condition of User’s use of the Software or Documentation that all the information User provides is correct, current and complete. User agrees that all information User provides to register with this Software or otherwise is governed by the Privacy Policy, and User consents to all actions GTD takes with respect to User’s information consistent with the Privacy Policy.

(b) If User is provided with a user name, password or any other piece of information as part of GTD’s security procedures, User must treat such information as confidential, and User must not disclose it to any other person or entity. User also acknowledges that User’s account is personal to User and agrees not to provide any other person with access to the Software or Documentation or portions of it using User’s user name, password, or other security information. User agrees to notify GTD immediately of any unauthorized access to or use of User’s user name or password or any other breach of security.

(c) User is responsible and liable for all uses of the Software or Documentation through access thereto provided by User, directly or indirectly. Without limiting the generality of the foregoing, User is responsible and liable for all actions and failures to take required actions with respect to the Software or Documentation by User or by any party to whom User may provide access to or use of the Software or Documentation, whether such access or use is permitted by or in violation of this Agreement.

4. Intellectual Property Rights. User acknowledges and agrees that the Software and Documentation are provided under license, and not sold, to User. User does not acquire any ownership interest in the Software or Documentation under this Agreement or any other rights thereto, other than to use the same in accordance with the license granted, and subject to all terms, conditions and restrictions, under this Agreement. GTD reserves and shall retain its entire right, title and interest in and to the Software and Documentation and all intellectual property rights arising out of or relating to the Software and Documentation, except as expressly granted to User in this Agreement. User shall safeguard the Software and Documentation from infringement, misappropriation, theft, misuse or unauthorized access.

5. Payment. All License Fees are published on the respective App Store of the app store provider (i.e., Apple or Google) (“App Store Provider”), are payable in the manner set forth in the respective App Store and are non-refundable. “License Fees” means the license fee, including all taxes thereon, paid for the license granted under this Agreement. The License Fees authorize the use of the Software and Documentation for up to three (3) Users only. Any additional use is prohibited without the prior written consent of GTD.

6. Suspension. GTD reserves the right to modify, suspend or discontinue, temporarily or permanently, the Software or Documentation (or any part thereof) with or without notice. User acknowledges and agrees that GTD will not be liable to User or to any third party for any modification, suspension or discontinuance of the Software or Documentation.

7. Term and Termination. This Agreement becomes effective upon acceptance by User and shall remain in effect until terminated as set forth herein (“Term”). User may terminate this Agreement by ceasing to use the Software and Documentation and removing the Software from User’s device(s) on which it was installed. GTD may terminate this Agreement immediately upon notice to User if User fails to comply with any term or condition of this Agreement. Upon termination of this Agreement, the license granted hereunder shall also terminate, and User shall cease using the Software and Documentation and remove the Software from User’s device(s) on which it was installed. No expiration or termination shall entitle User to any refund of the License Fees.

8. Disclaimer. THE SOFTWARE AND DOCUMENTATION ARE PROVIDED TO USER “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, GTD EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SOFTWARE AND DOCUMENTATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, GTD PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND, THAT THE SOFTWARE AND DOCUMENTATION WILL MEET USER’S REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. WITHOUT LIMITING THE FOREGOING, USER ACKNOWLEDGES AND AGREES THAT NEITHER GTD NOR THE SOFTWARE AND DOCUMENTATION PROVIDE OR ENDORSE ANY MEDICAL ADVICE, DIAGNOSIS OR TREATMENT, AND NO INFORMATION OBTAINED THROUGH THE SOFTWARE AND DOCUMENTATION SHOULD BE SO CONSTRUED OR USED AS A CURE, MITIGATION AND PREVENTION OF ANY DISEASES.

9. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW:

(a) IN NO EVENT WILL GTD OR ITS AFFILIATES BE LIABLE TO USER OR ANY THIRD PARTY FOR ANY USE, INTERRUPTION, DELAY OR INABILITY TO USE THE SOFTWARE AND DOCUMENTATION, LOST REVENUES OR PROFITS, DELAYS, INTERRUPTION OR LOSS OF SERVICES, BUSINESS OR GOODWILL, LOSS OR CORRUPTION OF DATA, LOSS RESULTING FROM SYSTEM OR SYSTEM SERVICE FAILURE, MALFUNCTION OR SHUTDOWN, FAILURE TO ACCURATELY TRANSFER, READ OR TRANSMIT INFORMATION, FAILURE TO UPDATE OR PROVIDE CORRECT INFORMATION, SYSTEM INCOMPATIBILITY OR PROVISION OF INCORRECT COMPATIBILITY INFORMATION OR BREACHES IN SYSTEM SECURITY, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT GTD WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) IN NO EVENT WILL GTD’S AND ITS AFFILIATES’ COLLECTIVE AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE LICENSE FEES PAID TO GTD PURSUANT TO THIS AGREEMENT FOR THE SOFTWARE AND DOCUMENTATION.

(c) THE LIMITATIONS SET FORTH IN SECTION 9(a) AND SECTION 9(b) SHALL APPLY EVEN IF USER’S REMEDIES UNDER THIS AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE.

10. Indemnification. User hereby indemnifies and holds harmless GTD and its affiliates, suppliers, business partners and licensors, and its and their respective employees, contractors and agents, from any and all claims, losses, damages, costs and expenses, including reasonable attorney’s fees, arising from or related to User’s use or misuse of the Software or Documentation or breach of this Agreement. User will cooperate fully as reasonably required in the defense of any such claim.

11. Governing Law & Jurisdiction. Except to the extent that the applicable laws and regulations of User’s jurisdiction mandate otherwise, this Agreement shall be governed by and construed under and pursuant to the laws of Malaysia. The parties hereto agree to submit to the exclusive jurisdiction of the courts of Malaysia.

12. Force Majeure. GTD shall not be in default hereunder by reason of any failure or delay in the performance of its obligations hereunder where such failure or delay is due to strikes, labor disputes, civil disturbances, riot, rebellion, invasion, epidemic, hostilities, war, terrorist attack, embargo, natural disaster, acts of God, flood, fire, sabotage, fluctuations or non-availability of electrical power, heat, light, air conditioning or User equipment, loss and destruction of property or any other circumstances or causes beyond GTD’s reasonable control.

13. Notices. Any notices provided by GTD may be made by mail or e-mail to the most recent address or e-mail address associated with User’s account. All notices under this Agreement must be in writing and will be deemed to have been duly given: (a) when received, if personally delivered or sent by certified or registered mail, return receipt requested; (b) when receipt is electronically confirmed, if transmitted by e-mail; or (c) the day after it is sent, if sent for next day delivery by a recognized overnight delivery service. User hereby agrees that all agreements, notices, disclosures and other communications that GTD provides to User electronically satisfy any legal requirement that such communications be in writing.

User may contact GTD at:

Genting TauRx Diagnostic Centre Sdn. Bhd.
14th Floor, Wisma Genting
Jalan Sultan Ismail
50250 Kuala Lumpur
Malaysia
E-mail: support@gtdiag.com

14. Entire Agreement. This Agreement, and all other documents that are incorporated by reference herein, constitutes the sole and entire agreement between User and GTD with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter.

15. Assignment. User shall not assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance, under this Agreement, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without GTD’s prior written consent, which GTD may give or withhold in its sole discretion. Any purported assignment, delegation or transfer in violation of this Section 15 is void. GTD may freely assign or otherwise transfer all or any of its rights, or delegate or otherwise transfer all or any of its obligations or performance, under this Agreement without User’s consent. This Agreement is binding upon and inures to the benefit of the parties hereto and their respective permitted successors and assigns.

16. Waiver. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any right, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.

17. Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

18. Amendment. GTD reserves the right, in its sole and absolute discretion to revise, update, change, modify, amend, add to, supplement or delete any terms of this Agreement at any time and for any reason upon notice to User. Unless otherwise indicated, such changes will become effective immediately. Should any changes to this Agreement be unacceptable to User or cause User to no longer be in agreement or in compliance with this Agreement, User may terminate this Agreement in accordance with Section 7.

19. Third-Party App Store Terms.

(a) Acknowledgement. GTD and User acknowledge that this Agreement is concluded between User and GTD only and not with any third-party provider of an App Store Provider, and GTD, not App Store Provider, is solely responsible for the Software or Documentation and the content thereof.

(b) Maintenance and Support. GTD and User acknowledge that App Store Provider has no obligation whatsoever to furnish any maintenance or support services with respect to the Software or Documentation.

(c) Warranty. In the event of any failure of the Software or Documentation to conform to any warranty (if any), User may notify App Store Provider, and App Store Provider will refund the License Fees paid by User to User. To the maximum extent permitted by applicable law, App Store Provider will have no other warranty obligation whatsoever with respect to the Software or Documentation, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be GTD’s sole responsibility.

(d) Product Claims. GTD and User acknowledge that GTD, not App Store Provider, is responsible for addressing any claims of User or any third party relating to the Software or User’s possession and/or use of the Software or Documentation, including, but not limited to: (i) product liability claims; (ii) any claim that the Software or Documentation fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy or similar legislation.

(e) Intellectual Property Rights. GTD and User acknowledge that in the event of any third-party claim that the Software or Documentation or User’s possession and use of the Software or Documentation infringes that third party’s intellectual property rights, GTD, not App Store Provider, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

(f) Legal Compliance. User represents and warrants that: (i) he/she is not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) he/she is not listed on any U.S. Government list of prohibited or restricted parties.

(g) Third-Party Terms of Agreement. User shall comply with applicable third-party terms of agreement when using the Software or Documentation.

(h) Third-Party Beneficiary. GTD and User acknowledge and agree that App Store Provider and App Store Provider’s subsidiaries are third-party beneficiaries of this Agreement and that, upon User’s acceptance of the terms and conditions of this Agreement, App Store Provider will have the right (and will be deemed to have accepted the right) to enforce this Agreement against User as a third-party beneficiary thereof.