Preamble

1. German Health Advisor GmbH, Bleidenstraße 6-10, 60311 Frankfurt (c/o Krieger GmbH) (hereinafter "platform operator" or "we") offers at www.germanhealthadvisors. com a platform for connecting patients from Germany and abroad (hereinafter "You" or "Patient") with suitable medical specialists (hereinafter "You" or "Physician") ("Patient" and "Physician" together the "Users") for (a) the preparation of medical second opinions (the "Second Opinion"), and (b) the performance of medical treatments (the "Medical Treatments") ("Second Opinion" and "Medical Treatments" together the "Medical Services"). For this purpose, patients and physicians may register on the Platform and create their own profiles ("Registration"). Registration on our platform is free of charge. For the additional matching of patients with the medical services they request ("Platform Services"), patients pay a service fee that is agreed upon between us and the patients in each individual case. For physicians, the use of our platform is free of charge overall.

2. The Terms of Use regulate the access to and use of the platform by the users and thus the legal relationship between the users and us. The legal relationship is based exclusively on these Terms of Use. By using the platform, you agree to these Terms of Use. 

3. We do not offer any medical services ourselves. The respective contract for the provision of medical services is concluded exclusively between the patient and the physician.

1. Register and create a profile

1.1. The use of our platform requires your prior registration as a patient ("Patient Profile", below 1.2) or as a physician ("Physician Profile", below 1.3). 

1.2  Registration as a patient

1.2.1 Registration as a patient is case-based. By submitting a registration request, you confirm that you are of legal age, i.e. you have reached the age of 18, and are authorized to enter into a corresponding contract. You also confirm that the information provided by you is complete and correct. The information provided must be updated accordingly by you in the event of a change in the actual circumstances. Each patient may only create one account per case request. This patient account is not transferable. The patient must provide, among other things, his or her full name and e-mail address. The patient must treat all information associated with his or her account as confidential, i.e., in particular, he or she must never disclose his or her account ID and access data to third parties.

1.2.2 You submit your profile data (name, address, contact data such as email address and a description of your medical concern) with your registration request. Your registration request represents a binding offer to conclude a contract for the use of the platform (binding registration request). Upon receipt of your registration request, you will receive an automated confirmation email to the email address you provided. This e-mail contains an individual "Request ID", which you can use to access your patient account in the further course.

1.2.3 After concluding the user agreement, you have the option of logging in via the platform using your access data (including your request ID). You shall ensure that your access data is not made accessible to any other persons. If you discover that another person has knowledge of your access data, or if you have a corresponding suspicion, you are obliged to change the access data immediately and to contact us (info@germanhealthadvisors.de).

1.2.4 We accept your binding registration request by means of an e-mail sent to the e-mail address you provided after your binding registration request. We are entitled to reject your registration request without giving reasons. There is no claim to the conclusion of a contract for the use of the platform. 

1.3 Registration as a doctor

1.3.1 As a physician, you confirm with the registration request that you are of legal age, i.e. have reached the age of 18, and are authorized to conclude a corresponding contract. You also confirm that the information you have provided is complete and correct. The information provided shall be updated accordingly by the Physician in the event of a change in factual circumstances. Each physician may create only one account. The physician account is not transferable. You shall provide, among other things, your full name and email address. You must treat all information associated with your physician account as confidential, i.e. you must in particular never disclose your account identifier and access data to third parties.

1.3.2 You submit your registration request via email to info@germanhealthadvisors.de. This request ideally contains a brief description of yourself and your medical profile (e.g. name, address, specialties, title and contact details such as telephone or email address) for better classification. Your registration request is a binding offer to conclude a contract for the use of the platform (binding registration request). Upon receipt of your registration request, we will review your request and contact you by email or telephone and in this course we will accept your binding registration request. 

1.3.3 After concluding the user agreement, you have the option of logging in via the platform with the access data (e-mail address and password) and creating your user profile. You shall ensure that your password meets high security standards. If you discover that another person has knowledge of your password, or if you have any suspicion of this, you are obliged to change the password immediately.

1.3.4 We accept your binding registration request by means of an e-mail sent to the e-mail address you provided after your binding registration request. We are entitled to reject your registration request without giving reasons. There is no claim to the conclusion of a contract for the use of the platform. 

2 Platform services from GHA

2.1 Use as a patient: As a patient, you have the option of uploading medical findings already received, such as MRI images or X-rays, as well as any supplementary medical diagnoses ("initial findings") via your patient profile. We record the initial findings, check them for completeness, translate them if necessary, and convert them into a suitable format that we forward to the physicians. We make every effort to process and forward the documents and messages posted on the platform quickly.

2.1.1 Provided that the initial report contains all essential information at our discretion, we will forward the suitable initial report on an anonymized basis to selected physicians for the purpose of preparing a cost estimate. If your initial report is incomplete or otherwise unsuitable for forwarding to the doctors, we will inform you of this and ask you to improve the documents. There is no entitlement to the forwarding of your initial findings.

2.1.2 Our selection of physicians is based on the experience and specializations known to us. We will forward your initial findings to a selection of suitable physicians. 

2.1.3 We request the contact physicians to provide a non-binding cost estimate for the medical services. As a first step, this includes a cost estimate for the preparation of a second medical opinion. As far as already possible, the contacted physicians will also provide a cost estimate for the medical treatment.

If an estimate of the cost of medical treatment is not yet possible, the Physician may offer an estimate of the cost of medical treatment even after the second opinion has been prepared, if the Patient requests it. 

2.1.4 Our platform services consist solely of suggesting suitable doctors to you. We assume no liability for the execution of the ordered medical services.

2.1.5 You are free to select the cost estimates we send you and thus to choose the doctor and the medical services. If none of the doctors contacted agrees to provide a cost estimate, we will inform you of this.

2.2 Use as a physician: As a physician, you have the option of creating a physician profile after successfully registering on our platform. In addition to contact data, the physician profile can document your professional expertise (specialist training, etc.). This ensures easy assignment to the initial findings that are suitable for you. 2.2.1 We will endeavor to send you initial findings at regular intervals that we consider to be of potential interest for treatment by you on the basis of your profile. There is no entitlement to the sending of initial findings. We merely suggest a non-binding contact option. We do not assume any liability for the correctness of the initial findings transmitted via our platform.

2.2.2 You should comment on the submitted initial finding within 7 days of sending it to us. If you inform us within this period that you are interested in the proposal, we will contact you and, if requested, assist you in preparing a non-binding cost estimate for the patient. We will endeavor to provide the patient with a cost estimate no later than 14 days after the initial findings are forwarded to the physician. The cost estimate, the second opinion prepared and other relevant documents (invoices, etc.) should be uploaded via our platform. We will translate these - if necessary - and make them available to patients.

2.2.3 Our assistance with your estimate relates solely to the format of the estimate and a possible translation of your quote. As a mere intermediary, we are not liable for compliance with legal requirements in the preparation of the estimate, for example with regard to the remuneration of physicians.

2.2.4 The details are governed by an individual offer of our platform services to physicians, which we make available to the respective physicians after registration ("Physician Offer").

3 Payment of the service fee

3.1 Our platform services are fee-based for patients.

3.2 The service fee depends on the respective scope of the initial findings. After reviewing the complete initial findings, we will provide the patient with a concrete offer for our platform services and the service fee due for this ("patient offer").

3.3 We will send you our offer via the email address provided to us and/or via the communication function in our platform.

3.4 The agreed service fee is payable in advance by cash in advance, unless otherwise agreed in the offer.

4 Other duties of patients

4.1 The patient will upload his initial findings, clinical picture and related medical data completely, lawfully and truthfully. The physicians participating on the platform will write their assessments based on this information. In case of incomplete, incorrect or misleading information around findings and clinical picture, the second opinion may be inaccurate, incomplete or misleading. The posted initial findings must not violate any rights of third parties, in particular intellectual property rights such as patent rights, trademark rights, copyrights or rights to the protection of secrets. 

4.3 We transmit messages that are important for the contractual relationship to your e-mail address stored with us as well as additionally via our platform. Therefore, it is necessary that you regularly check your e-mail box and the spam folder as well as the message inbox via our platform for possible messages from us. 

4.4 You are also obligated to keep your personal data provided to the platform, for example name, place of residence and e-mail address, up to date and to notify us immediately of any changes to your deposited personal data. In the interest of a secure platform and reliability of the deposited data, it may be necessary for us to request further information or documents from you in addition to the already existing data.

4.5 In order to ensure an attractive platform for all users, you are obligated to promptly review and respond to notifications received via the platform, in particular our patient offer as well as cost estimates from physicians.

You are prohibited from distributing and publicly reproducing content of the platform or content of other users, such as cost estimates received from physicians, unless such distribution and public reproduction is provided for within the scope of the respective application of GHA or the respective user has consented to such distribution and public reproduction. You are also prohibited from taking any action that is likely to impair the functionality of the Platform, including, without limitation, placing an excessive load on it.

5 Duties of the doctor

5.1 The Physician shall make every effort, to the best of his knowledge and using accepted professional standards, to provide only those estimates that realistically reflect the scope of the requested medical service. 

5.2 The Physician shall also endeavor to comply with the time limits for preparation of the Estimate provided for in Section 2.2(b). 

5.3 The physician shall comply with applicable laws in preparing the estimate.

5.4 If a contract is concluded with the patient for the preparation of the second opinion, the physician and GHA will agree separately on a possible assignment of the payment claims against the patient to which the physician is entitled. 

5.5 The physician is prohibited from using contact data obtained via the platform for his own commercial purposes, for example by way of direct advertising.

6 Granting of rights of use

6.1 The users grant the platform operator the right, unlimited in terms of time, subject matter and territory, to use names, trademarks, logos and image material as well as any other information and content (cost estimates, initial findings, etc.) submitted by them (the "posted information") free of charge for the contractual uses on the platform and to pass them on within the scope of the offers of the platform. 

6.2 You warrant that you are authorized to grant the aforementioned rights and that these rights are free from third party rights.

7 Responsibility for content and exemption

7.1 We do not check whether the information you post violates the rights of third parties or other legal requirements.

7.2 You are responsible for the permissibility of the content you post, as well as for ensuring that it does not infringe the rights of third parties, in particular with regard to copyright, trademark law, competition law and criminal law.

7.3 You hereby indemnify us against all claims asserted against us by third parties due to an infringement of their rights by the content posted by you.

7.4 We are entitled to temporarily or permanently block the content posted on the platform, to remove it from the network, or to change it in such a way that it no longer infringes the rights of third parties, or to issue a required cease-and-desist declaration if a third party makes a claim against us for cease-and-desist because of content that a user has posted on the platform.

8 Contract duration and termination

8.1 The license agreement is concluded for an indefinite period of time. Each party may terminate this user agreement at any time without notice. The termination can be declared in writing or also by e-mail to info@germanhealthadvisors.de.

8.2 The contractual relationship ends when the termination becomes effective. We will then delete the user account and the posted content. 

8.3 The right to extraordinary termination for good cause remains unaffected.

8.4 In addition, the platform operator may take appropriate measures in individual cases if there are concrete indications that a user violates statutory provisions or the rights of third parties or uses the platform for purposes other than those covered by the contract.

9 Right of withdrawal

You have the right to revoke this contract within fourteen days without giving any reason. The revocation period is fourteen days from the day on which we have accepted your binding registration request and you thus have the opportunity to create a profile. To exercise your right of withdrawal, you must inform us of your decision to withdraw from this contract by means of a clear declaration (e.g. a letter or e-mail sent by post). To comply with the withdrawal period, it is sufficient that you send the notification of the exercise of the right of withdrawal before the expiry of the withdrawal period.

The right of revocation expires before the end of the revocation period as soon as we have provided our platform services in full and we have informed you in advance and you have agreed that you have no right of revocation after the complete platform services have been provided. 

10 Liability

10.1 The platform operator assumes no liability for the correctness of the initial findings or their translation. 

10.2 The platform operator shall be liable without limitation for damages resulting from injury to life, body or health caused by a breach of duty by the platform operator, a legal representative or vicarious agent of the platform operator, as well as for damages caused by the absence of a quality guaranteed by the platform operator or in the event of fraudulent conduct by the platform operator. 

10.3 The platform operator shall be liable without limitation for damages caused by the platform operator or by one of its legal representatives or vicarious agents intentionally or by gross negligence.

10.4 In the event of a breach of material contractual obligations caused by slight negligence, the Provider's liability shall be limited to the amount of the foreseeable damage typical for the contract, except in the cases of Section 10.1 or Section 10.2. Material contractual obligations are, in the abstract, obligations the fulfillment of which is essential for the proper performance of a contract and on the fulfillment of which the contracting parties may regularly rely.

10.5 Liability under the Product Liability Act remains unaffected. 

10.6 Otherwise, any liability of the platform operator is excluded.

10.7 The patient is aware that a second opinion without a personal presentation to the physician providing this second opinion carries risks. This applies in particular to situations in which the physician is not provided with all the information necessary for the second opinion or the information provided is incorrect. The platform operator assumes no liability in this context. 

You understand that there are risks associated with receiving a Report from a physician who you have not seen in person and you have elected to receive the report virtually, rather than as part of an in-person visit. You understand these risks and agree that these risks are clearly identified in this Services Agreement. YOU UNDERSTAND AND CONSENT TO THESE RISKS. You acknowledge and agree to all of the terms of this Services Agreement, and release us and any of our agents and contractors from liability in connection with your receipt of the Report.

11 Data protection and confidentiality

11.1 The users of the platform as well as the platform operator undertake to treat all information exchanged in the course of the execution of the contract as confidential. This applies in particular to information concerning the patient's state of health.

11.2 The patient releases the attending physicians and clinics from their legal duty of confidentiality, insofar as this is necessary for the implementation of the platform services. 

11.3 We process your personal data within the framework of the applicable regulations, see our data protection declaration (https://germanhealthadvisors.de/de/p/privacy).

12 Final provisions

12.1 The contract initiation and the contractual relationship are subject to the law of the Federal Republic of Germany. The contractual language is German. In case of discrepancy between the German and the English or other language versions, the German version shall prevail.

12.2 The place of jurisdiction for all disputes in connection with these Terms of Use is Frankfurt. Any exclusive place of jurisdiction shall have priority.

12.3 We are entitled to amend these Terms of Use with effect for the future in the event of technical enhancements, new functions, changes in the legal situation or other justified reasons. The current version is available on our website. As a registered user, we will inform you of any changes to the Terms of Use at least four weeks in advance. If you continue to use our offer after the changes come into effect, you thereby declare your agreement with the changed conditions. If you do not agree with the changes, you can delete your user account at any time or inform us of your wish to delete the user account.

12.4 We are free to decide on the content, appearance, design, functionality and features of our platform. This includes the right to redesign, modify, remove or change the content, appearance, design, functionality and other features of the platform as well as individual elements, aspects, parts or features at any time or to modify access thereto. 

12.5 We use the e-mail address you provided during registration to inform you by e-mail about other similar goods or services from us. You can object to the sending of such emails at any time by sending an email to info@germanhealthadvisors.de without incurring any costs other than the transmission costs according to the basic tariff.

12.6 Should individual clauses of these Terms of Use be or become invalid or unenforceable in whole or in part, the validity of the remaining clauses shall not be affected thereby.

[As of February 2021]