Terms and Conditions

Welcome to Zyla.

These Terms and Conditions (“Terms” or “Agreement”) constitute a legally binding agreement between you (the “User”, “Patient” or “Provider”, as applicable) and Zyla Health Private Limited (“Zyla”, “we”, “us” or “our”) governing your access to and use of the Zyla Platform and services.

These Terms apply to Zyla’s websites, including zyla.in, zylahealth.com and their subdomains, and to mobile and web applications owned or operated by Zyla Health Private Limited, having its registered/business address at Unit No. 101C, Tower C, Unitech Cyberpark, Sector 39, Gurugram, Haryana – 122003.

Definitions

For purposes of these Terms:

1. “Doctor” means a medical practitioner duly qualified and registered with the applicable medical regulatory authority in the jurisdiction in which the Doctor provides medical services.
2. “Orbit” means Zyla’s provider-facing platform used by authorized doctors, nutritionists and other approved care providers to provide, manage and document Patient care and related services.
3. “Patient” means an individual who accesses or receives healthcare, wellness or care-management services through the Zyla Platform, whether directly or through an authorized representative.
4. “Parties” means the User and Zyla collectively.
5. “Provider” means a doctor, nutritionist, dietitian, counsellor, health coach, care manager, healthcare organization or other healthcare or wellness professional authorized by Zyla to provide services through the Zyla Platform, subject to applicable qualifications, registrations, licences and scope-of-practice requirements.
6. “Program” means any healthcare, wellness, lifestyle-modification, disease-management, preventive-care or other health-related program offered or facilitated by Zyla.
7. “Third Party” means any person, entity, application, website, service provider or other party other than Zyla, the User or a Provider, as applicable.
8. “User” means any Patient, Provider, authorized representative, caregiver or other person authorized to access or use the Zyla Platform.
9. “Zyla” means Zyla, its affiliates and subsidiaries.
10. “Zyla Platform” means the websites, mobile applications and web applications operated by Zyla, including patient-facing applications and provider-facing applications such as Orbit, through which Zyla provides or facilitates healthcare, wellness, care-management and related services.
11. “Zyla Care Team” means doctors, nutritionists, care managers, health coaches and other healthcare or wellness professionals engaged or authorized by Zyla to provide or support services through the Zyla Platform.

1. Nature and Applicability

1. 1.1.By accessing, registering for or using the Zyla Platform or services, you agree to be bound by these Terms and Zyla’s Privacy Policy. If you do not agree, you must not access or use the Zyla Platform or services.
2. 1.2.These Terms apply whether you are:(a) a Patient or a Patient’s authorized parent, guardian, caregiver or representative using or receiving services through the Zyla Platform;(b) a Provider, including a Doctor, nutritionist, dietitian, counsellor, health coach, care manager, healthcare or wellness professional, care team, healthcare organization, or its designated and authorized associates, using the Zyla Platform or Orbit to provide or manage services; or(c) any other authorized User of the Zyla Platform.
3. 1.3.Where you access a Zyla mobile application, these Terms continue to apply. Your use of the application may also be subject to additional terms imposed by the applicable application store or distribution platform.
4. 1.4.The Zyla Platform is not intended for medical emergencies. If you experience or believe you are experiencing a medical or mental-health emergency, you should seek immediate assistance from the nearest emergency medical service, hospital or healthcare facility.

2. Use by Patients

1. 2.1.The Zyla Platform enables Patients to access and participate in healthcare, wellness, preventive-care, disease-management and other health-related services and Programs, including consultations and care-management services provided or facilitated by Zyla, the Zyla Care Team and/or authorized Providers.
2. 2.2.Healthcare services delivered through the Zyla Platform may be subject to limitations inherent in remote or technology-enabled care. A Provider may determine that an in-person consultation, physical examination, diagnostic investigation or other intervention is required.
3. 2.3.To provide, coordinate and fulfil requested services, Zyla and its authorized Providers may share relevant Patient information, including health information, with authorized doctors, hospitals, diagnostic laboratories, pharmacies and other healthcare or service providers, in accordance with Zyla’s Privacy Policy and applicable law.
4. 2.4.Services provided through the Zyla Platform are intended to complement and, where appropriate, facilitate access to healthcare. They do not eliminate the need for in-person healthcare where clinically required.
5. 2.5.Zyla may undertake reasonable verification of Provider credentials. Such verification does not constitute a representation or guarantee regarding a Provider’s expertise, quality of care or professional outcomes. Providers remain responsible for maintaining all qualifications, registrations and licences required for the services they provide.
6. 2.6.Users must have the legal capacity required to use the relevant services. Where services are provided to a minor or a person lacking legal capacity, the services may be accessed or managed by an authorized parent, guardian or representative in accordance with applicable law.

3. Use by Providers

1. 3.1.Zyla provides Providers with access to the Zyla Platform, including Orbit, to provide, manage, document and support healthcare and wellness services for Patients.
2. 3.2.Providers shall exercise appropriate professional judgment and provide services in accordance with their qualifications, registrations, licences, authorized scope of practice, applicable professional standards and applicable law.
3. 3.3.A Provider shall discontinue or appropriately escalate a remote consultation where an in-person examination, emergency intervention, diagnostic investigation or other service is reasonably required.
4. 3.4.Providers represent that all professional, educational, registration, licensing and other credentials provided to Zyla are accurate, complete and current. Providers shall promptly notify Zyla of any suspension, expiry, restriction or material change relating to those credentials.
5. 3.5.Provider accounts and credentials are personal and must not be shared or used by another person. Providers are responsible for activity conducted through their accounts and must promptly notify Zyla of any suspected unauthorized access or use.
6. 3.6.Providers shall maintain the confidentiality of Patient information and shall access, use, disclose, download or otherwise process such information only to the extent necessary and authorized for providing care or other permitted purposes.
7. 3.7.Providers shall maintain complete and accurate records of consultations, assessments, recommendations, care plans and other information entered into Orbit in connection with the services they provide.
8. 3.8.Providers shall not use Patient information obtained through the Zyla Platform for personal, commercial, marketing, solicitation or other purposes unrelated to authorized care, unless expressly permitted by Zyla and applicable law.
9. 3.9.Providers shall not transfer responsibility for providing services to another person unless expressly authorized by Zyla and permitted under applicable law and applicable professional requirements.
10. 3.10.Provider profile and professional information may be displayed to Patients or other authorized Users where necessary to facilitate services. Zyla will process such information in accordance with its Privacy Policy and applicable law.
11. 3.11.Providers shall not use the Zyla Platform or Patient information obtained through it to directly or indirectly solicit Patients for services outside the Zyla Platform, except where expressly authorized by Zyla or required by applicable law.

4. Payments

1. 4.1.Users may purchase plans, products or services through Zyla. Available payment methods may include credit or debit cards, bank transfers, digital wallets, payment gateways, gift coupons, third-party payment services, cash or other methods made available by Zyla.
2. 4.2.Users are responsible for providing valid and accurate payment information when making a purchase.
3. 4.3.By initiating a payment, you represent that you are authorized to use the relevant payment method and agree to pay the applicable charges at the prices then in effect. Zyla may use authorized payment processors or service providers to process, verify, reconcile or support transactions in accordance with applicable law and Zyla’s Privacy Policy.
4. 4.4.Prices may be subject to applicable taxes, duties or other charges imposed by competent authorities, which shall be borne by the purchaser unless otherwise stated.
5. 4.5.Zyla may modify or discontinue membership plans, change prices or introduce new charges for products or services by providing at least fifteen (15) days’ prior notice, where applicable.

5. Communications

1. 5.1.By registering for or using Zyla services, you agree to receive service-related communications, including calls, SMS, WhatsApp messages, push notifications and emails relating to appointments, consultations, care, reminders, transactions, account security and other services requested by you.
2. 5.2.Marketing and promotional communications will be sent in accordance with applicable law and your communication preferences.
3. 5.3.You may opt out of marketing and promotional communications at any time by using an available opt-out mechanism or by writing to care@zyla.in. Opting out will not prevent Zyla from sending essential service-related, transactional, security or care-related communications necessary to provide requested services.

6. Third-Party Services and Links

1. 6.1.The Zyla Platform or communications from Zyla may contain links to or enable access to websites, applications, products, content or services operated by Third Parties.
2. 6.2.Such links or integrations are provided for convenience or functionality and do not constitute an endorsement by Zyla of the relevant Third Party.
3. 6.3.Zyla does not control Third-Party services and is not responsible for their content, availability, security, privacy practices or terms, except to the extent required by applicable law.
4. 6.4.Your access to or use of any Third-Party service is subject to the terms, privacy policies and other conditions applicable to that service.

7. Account Security

1. 7.1.Users are responsible for maintaining the confidentiality and security of their login credentials and must not share passwords, OTPs or other authentication information with unauthorized persons.
2. 7.2.Users must promptly notify Zyla of any suspected unauthorized access to or use of their account.
3. 7.3.Patients may add dependents to their account. Where a Patient accesses services or records on behalf of a dependent, the Patient represents that they are authorized to do so and agrees to comply with these Terms on behalf of the dependent, as applicable.
4. 7.4.Users shall not permit another person or entity to use their identity or account to access the Zyla Platform or services, except where expressly permitted by Zyla.
5. 7.5.Zyla may maintain access logs and other technical records relating to use of the Zyla Platform for security, quality, compliance, audit and operational purposes in accordance with its Privacy Policy and applicable law.

8. International Data Transfers

1. 8.1.Zyla may provide services to Users located outside India. Personal Data and health-related information may therefore be transferred to, accessed from, processed in or stored in India or other jurisdictions in which Zyla or its authorized service providers operate.
2. 8.2.Such transfers and processing will be undertaken in accordance with applicable data-protection laws, Zyla’s Privacy Policy and applicable contractual and regulatory requirements.

9. Intellectual Property Complaints

1. 9.1.Zyla respects the intellectual property rights of others and endeavours to use content, images and materials that it owns, is licensed or authorized to use, or is otherwise permitted to use under applicable law.
2. 9.2.If you believe that content available through the Zyla Platform infringes your copyright or other intellectual property rights, please contact care@zyla.in with sufficient information to identify the material, explain the nature of your rights and enable Zyla to review the complaint.
3. 9.3.Upon receiving a valid complaint, Zyla may investigate and take appropriate action, including removing or restricting access to the relevant content where appropriate or required.

10. Copyright and Content

1. 10.1.Unless otherwise expressly permitted by Zyla, content available through the Zyla Platform is provided for personal or authorized use and may not be sold, redistributed or commercially exploited.
2. 10.2.The Zyla Platform and its content, including designs, text, graphics, images, information, applications, software, source and object code, audio and other materials, together with their selection and arrangement (“Content”), are owned by or licensed to Zyla and are protected by applicable intellectual property laws.
3. 10.3.Except as expressly permitted by Zyla or applicable law, no person may modify, copy, reproduce, distribute, frame, republish, upload, download, scrape, display, transmit, sell or otherwise exploit the Content, in whole or in part, without Zyla’s prior written consent.
4. 10.4.Zyla may make certain Content available in a format intended for sharing. Such Content may be shared in its original form for non-commercial awareness or informational purposes, unless otherwise stated, but may not be modified or commercially exploited without Zyla’s authorization.
5. 10.5.Title to the Content remains with Zyla or its licensors. All rights not expressly granted under these Terms are reserved. Zyla may modify, update or discontinue Content or Platform features from time to time.

11. Trademarks

1. 11.1.The names, logos, trademarks, service marks and other brand elements displayed through the Zyla Platform, including the name “Zyla”, are owned by or licensed to Zyla.
2. 11.2.No licence or right to use any Zyla trademark or brand element is granted except where expressly authorized in writing by Zyla. Unauthorized use may constitute infringement under applicable law and legal consequences.

12. Privacy Policy

Zyla is committed to protecting the privacy and security of Personal Data and health-related information. Zyla’s Privacy Policy forms an integral part of these Terms and explains how Zyla collects, uses, processes, stores, shares, transfers and protects information relating to Patients, Providers and other Users.

13. User Conduct

1. 13.1.Users shall use the Zyla Platform and services only for lawful and authorized purposes.
2. 13.2.Users shall not upload, post, transmit or otherwise make available through the Zyla Platform any material that is unlawful, fraudulent, threatening, abusive, defamatory, obscene, infringing, invasive of another person’s privacy or otherwise prohibited by applicable law.
3. 13.3.Users shall not access, use, disclose, copy or otherwise process another person’s Personal Data or health information except as authorized by Zyla, the relevant individual or applicable law.
4. 13.4.Users shall not use the Zyla Platform for unauthorized advertising, solicitation, promotion or commercial activity.
5. 13.5.Users shall not access or use the Zyla Platform for unauthorized benchmarking, competitive intelligence, scraping, automated data extraction or similar purposes, or resell, redistribute or commercially exploit Zyla’s proprietary Content or Platform functionality without Zyla’s prior written consent.
6. 13.6.Users shall not attempt to interfere with, disrupt, compromise or gain unauthorized access to the Zyla Platform, its systems, networks, accounts or data.

14. Suspension and Termination

1. 14.1.Zyla may restrict, suspend or terminate a User’s access to the Zyla Platform where Zyla reasonably believes that the User has violated these Terms, applicable law, professional requirements, security requirements or Zyla policies, or where such action is reasonably necessary to protect Patients, Providers, Zyla or the security and integrity of the Zyla Platform.
2. 14.2.For Providers, suspension or termination may include restriction or suspension of access to Patient records, appointments, communications and other Orbit functionality.
3. 14.3.Suspension or termination does not affect any rights, obligations or provisions that by their nature are intended to survive termination.

15. Contact Information and Grievance Redressal

If you have any questions or grievances concerning Zyla, the Zyla Platform, these Terms or the services, you may contact Zyla at:
Zyla Health Private Limited
Unit No. 101C, Tower C, Unitech Cyberpark
Sector 39, Gurugram, Haryana – 122003
Email: care@zyla.in
Telephone: +91-8595-914-765
Please ask to be connected to the Grievance Officer.

16. Adverse Event and Compliance Reporting

If you wish to report an adverse event, safety concern, suspected breach or other compliance-related matter, please contact:
Email: compliance@zyla.in

17. Linking to Zyla

1. 17.1.You may link to Zyla’s public home page, provided that the link is lawful, fair and does not misrepresent or imply any association, approval or endorsement by Zyla.
2. 17.2.You must obtain Zyla’s prior written permission before framing the Zyla Platform, incorporating any material portion of it into another website, application or product, or otherwise presenting Zyla Content in a manner that could create confusion regarding its source or ownership.
3. 17.3.Zyla may require removal of any link that is misleading, unlawful, harmful to Zyla’s reputation or otherwise inconsistent with these Terms.

18. Limitation of Liability

1. 18.1.To the maximum extent permitted by applicable law, Zyla and its parent companies, subsidiaries, affiliates, directors, officers, employees, agents, contractors, partners, suppliers and service providers shall not be liable for any indirect, incidental, consequential, special, exemplary or punitive damages, or for any loss of profits, revenue, business opportunity, goodwill or data, arising out of or relating to the use of, or inability to use, the Zyla Platform or services.
2. 18.2.Zyla shall not be liable for loss or damage arising from circumstances beyond its reasonable control, subject to Section 20.
3. 18.3.Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, including liability arising from fraud, wilful misconduct or any other liability for which exclusion or limitation is prohibited by applicable law.
4. 18.4.To the extent permitted by applicable law, Zyla’s aggregate liability arising out of or relating to the Zyla Platform or services shall not exceed the fees actually paid to Zyla for the specific services giving rise to the claim during the twelve (12) months immediately preceding the event giving rise to the claim.Where no fees have been paid directly to Zyla by the User, Zyla’s liability shall be limited to the maximum extent permitted by applicable law.

19. Responsibilities, Indemnification and Disclaimers

19.1.Patient Responsibilities

1. 19.1.1.Patients are responsible for providing accurate, complete and current information relevant to their care, including medical history, symptoms, medications, diagnoses and other information reasonably required to provide services.
2. 19.1.2.Zyla and its Providers shall not be responsible for consequences arising from materially inaccurate, incomplete or misleading information supplied by a Patient, except to the extent caused by Zyla’s or the Provider’s negligence, wilful misconduct or other liability that cannot lawfully be excluded or limited.
3. 19.1.3.Patients are responsible for following agreed care recommendations and for seeking appropriate in-person or emergency medical attention where required. The Zyla Platform is not intended to replace emergency medical care or an in-person medical examination where such care or examination is clinically required.

19.2.Provider Responsibilities and Indemnity

1. 19.2.1.Providers are responsible for their professional conduct, services, advice, recommendations, clinical or nutritional assessments, documentation and use of the Zyla Platform.
2. 19.2.2.Providers shall exercise appropriate professional judgment and provide services only within their qualifications, registrations, licences and authorized scope of practice, and in accordance with applicable law and professional standards.
3. 19.2.3.To the extent permitted by applicable law, Providers shall indemnify and hold harmless Zyla, its parent companies, subsidiaries, affiliates, directors, officers, employees, agents, contractors, licensors and service providers from and against third-party claims, liabilities, damages, losses, costs and reasonable legal fees arising out of or relating to:(a) the Provider’s professional services;(b) unauthorized acts or professional misconduct;(c) breach of confidentiality or misuse of Patient information;(d) violation of applicable law or professional obligations; or(e) breach of these Terms.

19.3.User Indemnification

1. 19.3.1.To the extent permitted by applicable law, the User agrees to indemnify and hold harmless Zyla, its parent companies, subsidiaries, affiliates, directors, officers, employees, agents, contractors, licensors and service providers from and against third-party claims, actions, liabilities, damages, losses, costs and reasonable legal fees arising out of or relating to:(a) the User’s breach of these Terms;(b) the User’s violation of applicable law or the rights of any Third Party; or(c) unauthorized or improper use of the Zyla Platform by the User.

1. 19.3.2.This indemnification shall not apply to the extent a claim is caused by Zyla’s negligence, wilful misconduct or breach of its obligations under these Terms.

19.4.Platform Disclaimer

1. 19.4.1.Zyla provides technology, care-management, healthcare and wellness services through the Zyla Care Team and authorized Providers. The Zyla Platform supports the delivery and management of such services but does not replace the professional judgment or responsibilities of a Provider.
2. 19.4.2.To the maximum extent permitted by applicable law, the Zyla Platform, including its software, technology, Content and materials, is provided on an “as is” and “as available” basis.
3. 19.4.3.Zyla does not warrant that the Zyla Platform or its Content will at all times be accurate, complete, current, uninterrupted, secure or error-free, or that the Platform or its servers will be free from viruses, malware or other harmful components.
4. 19.4.4.Zyla will take reasonable measures to maintain the security, availability and reliability of the Platform. Temporary interruptions may nevertheless occur due to maintenance, upgrades, technical failures, connectivity issues, Third-Party services or circumstances beyond Zyla’s reasonable control.
5. 19.4.5.Zyla does not warrant or guarantee any particular healthcare, wellness or health outcome from use of the Zyla Platform or services. Providers remain responsible for exercising appropriate professional judgment within their qualifications and scope of practice.
6. 19.4.6.The Zyla Platform and services are not intended for medical emergencies. Users should seek appropriate emergency medical care whenever required.

19.5.Account and Device Security

1. 19.5.1.Users are responsible for maintaining reasonable security over their devices, accounts and authentication credentials when accessing the Zyla Platform.
2. 19.5.2.Zyla shall not be responsible for loss or damage resulting from unauthorized access to a User’s account caused by the User’s failure to maintain the confidentiality of credentials or follow reasonable security practices, except to the extent caused by Zyla’s negligence, wilful misconduct or other liability that cannot lawfully be excluded or limited.
3. 19.5.3.Nothing in this Section limits any rights or remedies available to a User under applicable law.

20. Force Majeure

1. 20.1.Zyla shall not be liable for any failure or delay in performing its obligations, providing services or making the Zyla Platform available where such failure or delay results from circumstances beyond Zyla’s reasonable control.
2. 20.2.Such circumstances may include natural disasters; floods, earthquakes or fires; acts of government or regulatory authorities; pandemics, epidemics or other public-health emergencies; war, terrorism or civil unrest; labour disputes; power outages; internet, telecommunications or infrastructure failures; or other events that could not reasonably have been prevented or avoided.
3. 20.3.During a force majeure event, Zyla may temporarily suspend or limit affected services without prior notice where reasonably necessary.
4. 20.4.To the extent permitted by applicable law, Zyla shall not be liable for loss, damage or inconvenience resulting from such suspension, limitation, failure or delay. Zyla will take reasonable steps to mitigate the effects of the event and resume normal operations as soon as reasonably practicable.

21. Severability

If any provision of these Terms is determined to be invalid, illegal or unenforceable, that provision shall be interpreted or limited to the minimum extent necessary to make it enforceable, where legally permissible.

If that is not possible, the affected provision shall be severed, and the validity and enforceability of the remaining provisions shall not be affected.

22. Governing Law

These Terms shall be governed by and construed in accordance with the laws of India.

23. Dispute Resolution

1. 23.1.Any dispute, controversy or claim arising out of or relating to these Terms, the Zyla Platform or the services shall first be attempted to be resolved amicably between the Parties.
2. 23.2.If the dispute remains unresolved for thirty (30) days after one Party notifies the other of the dispute, it shall be referred to arbitration by a sole arbitrator proposed by Zyla and mutually agreed by the Parties.
3. 23.3.If the Parties are unable to agree upon the arbitrator, the arbitrator shall be appointed in accordance with the Arbitration and Conciliation Act, 1996, as amended from time to time.
4. 23.4.The seat of arbitration shall be New Delhi, India. The arbitration proceedings shall be conducted in English.
5. 23.5.Subject to the arbitration provisions above, the courts at New Delhi, India shall have exclusive jurisdiction.