Terms of service.
The contract that governs use of the MediVault platform. Where a signed order form or master agreement exists between MediVault and a customer, that document controls to the extent it conflicts with this page.
- Uptime SLA
- 99.99%
- VAT / MWST
- 8.1%
- Governing law
- Swiss
- Jurisdiction
- Zürich
MediVault AG is a fictional company built for a portfolio / demo website. This page is illustrative template content only — it is not real legal advice, it has not been reviewed by counsel, and it creates no actual rights or obligations. Do not rely on it for an actual product, business or legal decision.
What this
contract covers.
Scope
These terms govern access to and use of the MediVault platform — the Patient Data Vault, Secure Healthcare Portal, Identity & Access Management, Audit & Compliance Platform, Integration Platform and Enterprise Deployment modules (together, the “Service”) — by any organisation that has signed an order form or accepted these terms (the “Customer”).
Definitions
“Customer Data” means all data the Customer or its authorised users submit to the Service, including patient data. “Authorised User” means an individual the Customer permits to access the Service under its account. “Order Form” means the document specifying the plan, modules, term and fees agreed between the parties.
Access, conduct
and your obligations.
Account and access
The Customer is responsible for its Authorised Users, for keeping authentication credentials confidential, and for promptly revoking access when a user leaves or changes role. MediVault may suspend an individual login it reasonably believes is compromised, with notice to the Customer as soon as practicable.
Acceptable use
The Service may not be used to store data unrelated to healthcare operations, to attempt to circumvent access controls or rate limits, to reverse-engineer the platform, to conduct unauthorised security testing against production systems, or to violate applicable law, including medical confidentiality obligations.
Customer obligations — you are the controller
For patient data, the Customer is the data controller under the FADP and any applicable EU or local law, and MediVault is the processor under the terms of the data processing agreement (AVV). The Customer is responsible for having a lawful basis to process the data it submits, for its own configuration of retention and access policy, and for informing patients as required by law.
99.99% uptime,
measured and credited.
Uptime is measured monthly against scheduled maintenance windows announced at least 5 business days in advance, which are excluded from the calculation.
- ≥ 99.99% uptime
- SLA met — no credit due
- 99.50%–99.98%
- 5% of monthly fee credited
- 99.00%–99.49%
- 10% of monthly fee credited
- 95.00%–98.99%
- 25% of monthly fee credited
- Below 95.00%
- 50% of monthly fee credited, and either party may terminate for material breach if it recurs in two consecutive months
Service credits are the Customer's sole and exclusive remedy for a failure to meet the uptime commitment, and must be claimed in writing within 30 days of the month in which the shortfall occurred.
Four severities,
four response clocks.
- P1 — production down / patient data inaccessible
- Acknowledged within 30 minutes, 24/7/365
- P2 — major function degraded, workaround exists
- Acknowledged within 4 hours, business hours (Spital plan: 24/7)
- P3 — minor defect, cosmetic issue
- Acknowledged within 1 business day
- P4 — question, enhancement request
- Acknowledged within 2 business days
What it costs,
and how it is invoiced.
Fees
Fees are as stated on the applicable Order Form, in Swiss francs (CHF), and are exclusive of Swiss value-added tax (MWST), currently levied at 8.1% and added to each invoice. Fees for Customers outside Switzerland may be subject to local indirect tax under the reverse-charge mechanism, stated on the invoice.
Invoicing and payment
Subscription fees are invoiced annually in advance unless the Order Form states monthly billing. Invoices are payable within 30 days of the invoice date. Amounts not disputed in good faith and unpaid after 30 days accrue interest at 5% per annum and may result in suspension of the Service after 14 days' written notice.
Fee changes
Fees are fixed for the initial term stated on the Order Form. MediVault may adjust fees for renewal terms with at least 90 days' written notice before the renewal date.
How this ends,
and what you get back.
Term and renewal
The initial term is stated on the Order Form. Unless either party gives written notice of non-renewal at least 60 days before the end of the then-current term, the agreement renews automatically for a further term of equal length.
Termination for cause
Either party may terminate for the other's uncured material breach following 30 days' written notice describing the breach, or immediately if the other party becomes insolvent.
Data return and deletion on exit
On termination or expiry, MediVault will make Customer Data available for export in a structured, documented format for 30 days. On written confirmation of a successful export, or automatically 30 days after the effective date of termination, all copies of Customer Data — including patient data and backups — are permanently deleted within a further 30 days, and MediVault will confirm deletion in writing on request.
The standard commercial
protections, stated plainly.
Intellectual property
MediVault and its licensors retain all rights in the Service, its software and documentation. The Customer retains all rights in Customer Data. Nothing in these terms transfers ownership of either party's pre-existing intellectual property.
Warranties
MediVault warrants that the Service will materially conform to its published documentation and will be provided using commercially reasonable care and skill. Except as expressly stated, the Service is provided without other warranties of any kind, to the extent permitted by Swiss law.
Limitation of liability
Except for breach of confidentiality, infringement of intellectual property, or liability that cannot lawfully be limited under Swiss law (including intent and gross negligence), each party's total liability arising out of the agreement in any 12-month period is limited to the fees paid or payable by the Customer for the Service in that period.
Indemnities
MediVault will defend the Customer against a third-party claim that the Service infringes that party's intellectual property rights, and indemnify the Customer against resulting damages awarded by a court of competent jurisdiction. The Customer will defend and indemnify MediVault against claims arising from Customer Data submitted in violation of these terms or applicable law.
Confidentiality
Each party will protect the other's confidential information with at least the same care it uses for its own confidential information, and not less than reasonable care, and will use it only to perform the agreement.
Force majeure
Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including natural disaster, war, power or telecommunications failure outside its infrastructure, or government action — provided the affected party notifies the other promptly and uses reasonable efforts to mitigate.
Changes, law
and jurisdiction.
Changes to these terms
MediVault may update these terms to reflect new features, legal requirements or operational changes. Material changes take effect 30 days after notice by email to the Customer's registered administrator; continued use after that date constitutes acceptance.
Governing law and jurisdiction
These terms are governed by the substantive laws of Switzerland, excluding its conflict-of-law rules and the United Nations Convention on Contracts for the International Sale of Goods. The exclusive place of jurisdiction for any dispute is Zürich, Switzerland, subject to any mandatory consumer-protection venue that cannot be excluded by agreement.
Need a redline
or a signed order form?
Procurement and legal teams can request a Word version of these terms and a custom Order Form through our sales team.
MediVault AG · Governed by Swiss law · Zürich jurisdiction