Terms of Service

1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Practitioner,” “you,” or “your”) and Kosha Connect Holistic Ltd (UK) / Kosha Connect Inc. (Canada) (“Kosha Connect,” “we,” “our,” or “us”) governing your access to and use of the Kosha Connect platform.

By creating an account or using our services, you agree to be bound by these Terms. If you do not agree, do not use our services.

2. Definitions

• “Platform”: The Kosha Connect web application and associated services
• “Practitioner”: A licensed or qualified Ayurvedic practitioner or wellness professional using the Platform
• “Client”: An individual whose data is entered into the Platform by a Practitioner
• “Client Data”: All information about Clients entered into the Platform
• “Subscription”: The paid access plan selected by the Practitioner

3. Eligibility and Account Registration

3.1 Eligibility

To use Kosha Connect, you must:

• Be at least 18 years of age
• Be a qualified Ayurvedic practitioner, wellness professional, or practice administrator
• Have legal authority to bind the practice or organisation you represent
• Comply with all applicable laws and professional regulations

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activities that occur under your account
• Immediately notifying us of any unauthorised access
• Ensuring authorised staff comply with these Terms

4. Services Provided

Kosha Connect provides:

• Client record management and storage
• Appointment scheduling and calendar management
• Therapy plan creation and documentation
• Secure messaging and communication tools
• Reporting and analytics features
• Data export capabilities

5. Subscription and Payment

5.1 Subscription Plans

Access to the Platform requires a paid subscription. Details of available plans, features, and pricing are available on our website.

5.2 Billing

• Subscriptions are billed in advance on a monthly or annual basis
• Prices are quoted in GBP (UK) or CAD (Canada) as applicable
• All fees are exclusive of applicable taxes (VAT, GST/HST)

5.3 Payment Terms

• Payment is due upon invoice
• We accept major credit cards and direct debit
• Failed payments may result in service suspension after 14 days' notice

5.4 Refunds

• Annual subscriptions: Pro-rata refund within first 30 days
• Monthly subscriptions: No refunds for partial months
• Refunds exclude any transaction fees incurred

6. Your Responsibilities

6.1 Lawful Use

• Use the Platform only for lawful purposes
• Comply with all applicable healthcare and privacy regulations
• Maintain appropriate professional indemnity insurance
• Hold valid professional qualifications and registrations

6.2 Client Consent

• Obtain informed, explicit consent from Clients before entering their data
• Provide Clients with appropriate privacy notices
• Respond to Client data access and deletion requests
• Inform Clients of any data breaches affecting their information

6.3 Data Accuracy

• Ensure all data entered is accurate and up-to-date
• Maintain professional standards in record-keeping
• Regularly review and update Client records

6.4 Prohibited Conduct

You shall NOT:

• Share account credentials with unauthorised persons
• Attempt to access other Practitioners' data
• Reverse engineer, decompile, or modify the Platform
• Use the Platform to store illegal or harmful content
• Exceed your authorised usage limits
• Use automated scripts or bots without permission

7. Intellectual Property

7.1 Our Ownership

Kosha Connect retains all rights, title, and interest in and to:

• The Platform, including all software, source code, design, and features
• Our trademarks, logos, and branding
• Documentation, training materials, and user guides
• All proprietary methodologies, frameworks, and assessment tools

7.2 Proprietary Ayurveda Assessment Form

Restrictions on Use:

You expressly acknowledge and agree that:

(a) Ownership: The Assessment Form is and shall remain the sole and exclusive property of Kosha Connect, protected by copyright, trade secret, and other intellectual property laws in the United Kingdom, Canada, and internationally.

(b) Licence Limitation: Your subscription grants a limited, non-exclusive, non-transferable, revocable licence to use the Assessment Form solely within the Platform for the purpose of assessing your Clients during the subscription term. No other rights are granted, whether by implication, estoppel, or otherwise.

(c) Prohibited Activities: You shall NOT, directly or indirectly:

• Copy, reproduce, duplicate, or replicate the Assessment Form in whole or in part
• Adapt, modify, translate, or create derivative works based on the Assessment Form
• Distribute, publish, display, or share the Assessment Form with any third party
• Incorporate the Assessment Form or any portion thereof into any other product, service, application, or platform
• Use the Assessment Form outside of the Kosha Connect Platform
• Reverse engineer, deconstruct, or analyse the Assessment Form for the purpose of creating a similar or competing assessment tool
• Remove, alter, or obscure any proprietary notices or markings on the Assessment Form
• Transfer, sublicence, lease, or otherwise make available the Assessment Form to any third party

(d) Survival: The restrictions in this Section 7.2 shall survive the termination or expiration of your subscription and these Terms indefinitely.

(e) Injunctive Relief: You acknowledge that any breach of this Section 7.2 would cause irreparable harm to Kosha Connect for which monetary damages would be inadequate. Accordingly, Kosha Connect shall be entitled to seek immediate injunctive or other equitable relief in any court of competent jurisdiction, without the requirement to post bond, in addition to any other remedies available at law or in equity.

(f) Indemnification for Infringement: You agree to indemnify, defend, and hold harmless Kosha Connect from and against any and all claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from or related to your unauthorised use, reproduction, or distribution of the Assessment Form.

Clarification Regarding Client Data: For the avoidance of doubt, while the Assessment Form structure and methodology are proprietary to Kosha Connect, the specific responses and data entered by or on behalf of your Clients (“Assessment Data”) remain subject to Section 7.3 below. However, Assessment Data may only be exported in summarised or raw data formats and shall not include or reveal the proprietary structure, logic, or methodology of the Assessment Form.

7.3 Your Data

• You retain ownership of all Client Data entered into the Platform, including Assessment Data
• You grant us a limited, non-exclusive licence to host, process, store, and display Client Data as necessary to provide the services
• This licence terminates upon account closure and complete data deletion, subject to legal retention requirements

7.4 Feedback

Any feedback, suggestions, ideas, or improvement recommendations you provide regarding the Platform or Assessment Form may be used by us without restriction, obligation, attribution, or compensation.

7.5 Third-Party Materials

The Platform may integrate with third-party services or content. Such materials remain the property of their respective owners and are subject to their own terms and conditions.

8. Data Protection and Processing

8.1 Roles and Responsibilities

• Practitioner: Data Controller for Client Data
• Kosha Connect: Data Processor acting on Practitioner instructions

8.2 Data Processing Agreement

Our processing of Client Data is governed by the Data Processing Agreement incorporated into these Terms (see Schedule A below).

8.3 Security Measures

We implement appropriate technical and organisational measures to protect data as detailed in our Privacy Policy and Security Documentation.

9. Service Availability and Support

9.1 Availability

• We target 99.5% uptime availability
• Scheduled maintenance will be notified in advance where possible
• We are not liable for outages beyond our reasonable control

9.2 Support

• Email support during business hours
• Response times vary by subscription tier
• Premium support packages available

10. Disclaimers and Limitations

10.1 No Medical Advice

Kosha Connect is a practice management tool. We do not provide medical, therapeutic, or professional advice. All clinical decisions remain the Practitioner's responsibility.

10.2 Service Provided “As Is”

To the maximum extent permitted by law, the Platform is provided “as is” without warranties of any kind, whether express or implied, including merchantability, fitness for a particular purpose, or non-infringement.

10.3 Limitation of Liability

UK (subject to Consumer Rights Act 2015 and Unfair Contract Terms Act 1977):

• We do not exclude liability for death, personal injury, fraud, or fraudulent misrepresentation
• Our total liability shall not exceed the fees paid by you in the 12 months preceding the claim
• We are not liable for indirect, consequential, or special damages

Canada:

• Our total liability is limited to the fees paid by you in the 12 months preceding the claim
• We are not liable for indirect, incidental, punitive, or consequential damages

10.4 Force Majeure

We are not liable for delays or failures resulting from circumstances beyond our reasonable control, including natural disasters, pandemics, or governmental actions.

11. Indemnification

You agree to indemnify and hold harmless Kosha Connect and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including legal fees) arising from:

• Your breach of these Terms
• Your violation of any law or regulation
• Your negligence or misconduct
• Any third-party claims related to your use of the Platform

12. Term and Termination

12.1 Term

These Terms commence upon account creation and continue until terminated.

12.2 Termination by You

• You may cancel your subscription at any time through account settings
• Cancellation takes effect at the end of the current billing period

12.3 Termination by Us

We may suspend or terminate your account:

• Immediately for material breach of these Terms
• Immediately for non-payment after notice period
• Upon 30 days' notice for any reason

12.4 Effect of Termination

Upon termination:

• Your access to the Platform will cease
• You may request a data export for 30 days following termination (subject to Section 13)
• After 30 days, Client Data will be deleted unless legally required to retain
• Accrued payment obligations remain due

13. Data Export and Portability

13.1 Export Availability

Upon written request or upon account termination, Practitioners may request an export of their Client Data. Export requests must be submitted via email to connect@koshaconnect.app or through the designated request form within the Platform.

13.2 Export Format

Client Data will be provided in standard, commonly-used formats including:

• CSV (Comma-Separated Values) for structured data
• PDF for therapy plans and documentation
• JSON for technical integrations (upon request)

13.3 Administrative Fees

Fee Terms:

(a) Exclusion of Taxes: All fees stated above are exclusive of Value Added Tax (VAT) in the United Kingdom and Goods and Services Tax / Harmonised Sales Tax (GST/HST) in Canada. Applicable taxes will be added to the total amount due.

(b) Payment in Advance: Administrative fees must be paid in full before the data export process commences. We will provide a fee estimate based on the anticipated scope of the export request.

(c) Time Calculation: Processing time includes data compilation, quality verification, formatting, secure packaging, and delivery. Time is calculated from commencement of processing and rounded up to the nearest hour for any partial hour worked.

(d) Complex Exports: For large datasets, custom formatting requirements, or exports requiring manual intervention, we will provide a written estimate of anticipated fees prior to processing. You must approve the estimate before work begins.

(e) Non-Refundable: Administrative fees are non-refundable once processing has commenced.

(f) Outstanding Balances: Data export requests will not be processed if there are any outstanding subscription fees or other amounts due on your account. All balances must be cleared before export processing begins.

13.4 Export Timeline

• Standard export requests will be fulfilled within 30 days of payment receipt
• Expedited processing may be available for an additional fee upon request
• We will notify you promptly if exceptional circumstances may cause delay

13.5 Post-Termination Export Window

Following account termination:

• You have 30 days from the termination date to submit a data export request
• After 30 days, Client Data will be permanently deleted in accordance with our data retention policies, unless we are legally required to retain such data
• Export requests received after the 30-day window cannot be fulfilled

13.6 Practitioner Self-Service Export

During an active subscription, certain data export functions may be available through the Platform's self-service tools at no additional charge. Self-service exports are subject to Platform functionality and may not include all data categories. The administrative fees in Section 13.3 apply to full data exports processed by Kosha Connect staff.

13.7 Proprietary Elements Excluded

As set forth in Section 7.2, data exports shall not include or reveal the proprietary structure, methodology, or formatting of the Kosha Connect Ayurveda Assessment Form. Assessment Data will be provided in summarised or raw data format only.

14. Modifications to Terms

We may modify these Terms with at least 30 days' notice. Continued use after the effective date constitutes acceptance. Material changes require affirmative consent for existing users.

15. Dispute Resolution

15.1 UK Users

• These Terms are governed by the laws of England and Wales
• Disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales
• Nothing prevents consumers from relying on mandatory local law provisions

15.2 Canadian Users

• These Terms are governed by the laws of [Ontario/British Columbia]
• Disputes shall be subject to the exclusive jurisdiction of the courts of [Province]
• Provincial consumer protection laws apply where applicable

15.3 Informal Resolution

Before initiating formal proceedings, parties agree to attempt informal resolution for 30 days.

16. General Provisions

16.1 Entire Agreement

These Terms, together with the Privacy Policy and Data Processing Agreement, constitute the entire agreement between the parties.

16.2 Severability

If any provision is found unenforceable, the remaining provisions continue in effect.

16.3 Waiver

Failure to enforce any right does not constitute a waiver of that right.

16.4 Assignment

You may not assign these Terms without our consent. We may assign our rights and obligations upon notice.

16.5 Notices

Notices will be sent to the email address on file. You must keep contact information current.

17. Contact Information

Schedule A: Data Processing Agreement

This Data Processing Agreement (“DPA”) forms part of the Terms of Service.

1. Definitions

Terms have the same meaning as in UK GDPR / PIPEDA as applicable.

2. Processing Details

3. Processor Obligations

Kosha Connect shall:

• Process data only on documented Practitioner instructions
• Ensure personnel are bound by confidentiality obligations
• Implement appropriate security measures
• Engage sub-processors only with prior consent
• Assist Practitioners with data subject requests
• Delete or return data upon termination
• Make available information necessary for audits
• Notify Practitioners of data breaches without undue delay

4. Sub-Processors

Current sub-processors are listed at [URL]. We will notify Practitioners of new sub-processors with 30 days' notice.

5. International Transfers

Transfers outside the UK/EEA or Canada are subject to appropriate safeguards as outlined in the Privacy Policy.