Terms and Conditions

Welcome to Flabs, a Laboratory Information System (LIS) provided by Diagnoshuttle Private Limited ("Flabs", "we", "our", or "us"). These Terms and Conditions ("Terms") govern your access to and use of the Flabs website, mobile applications, LIS software, APIs, and related services (collectively, the "Services"). By accessing, subscribing to, or using the Services, you ("you", "User", or "Customer") agree to be bound by these Terms and by our Privacy Policy. If you are entering into these Terms on behalf of a laboratory, diagnostic centre, hospital, or other entity, you represent that you have the authority to bind that entity, and "you" and "Customer" refer to that entity. If you do not agree with these Terms, please do not use the Services.

1. Definitions

• "Customer" means the laboratory, diagnostic centre, hospital, or other entity that subscribes to the Services. • "Authorised Users" means individuals (such as lab technicians, pathologists, front-desk staff, and administrators) authorised by the Customer to use the Services. • "Customer Data" means all data, content, and information (including patient demographics, test orders, results, and reports) uploaded, entered, or generated through the Services by or on behalf of the Customer. • "Subscription" means the paid or free plan under which the Customer accesses the Services.

2. Eligibility and Account Registration

You must be at least 18 years of age and legally competent to enter into a binding contract under the Indian Contract Act, 1872. The Services are intended for use by laboratories, diagnostic centres, healthcare providers, and their authorised personnel. To use most features of the Services, you must create an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorised use of your account or any security breach.

3. Subscription, Fees and Payment

Access to the Services is provided on a subscription basis as per the plan selected by the Customer. Subscription fees, billing cycles, and included features are set out in the applicable order form, quotation, or pricing page. • All fees are exclusive of applicable taxes (including GST), which will be charged additionally. • Fees are payable in advance and are non-refundable except as expressly stated in writing. • We reserve the right to revise pricing with prior notice. Revised pricing will apply from the next renewal cycle. • We may suspend access to the Services if fees remain unpaid beyond the due date.

4. Licence to Use the Services

Subject to your compliance with these Terms and payment of applicable fees, Flabs grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Services for your internal business purposes during the subscription term. All rights not expressly granted are reserved by Flabs.

5. Customer Data and Patient Information

The Customer retains all rights, title, and interest in and to Customer Data. You grant Flabs a limited licence to host, process, transmit, and display Customer Data solely to provide and improve the Services. As an LIS operating in India, we recognise that Customer Data often includes sensitive patient health information. You represent and warrant that: • You have obtained all necessary consents, authorisations, and legal bases from patients and other data principals to upload and process their data through the Services. • You will comply with all applicable laws, including the Digital Personal Data Protection Act, 2023, the Information Technology Act, 2000 and the SPDI Rules, 2011, and any medical record retention or clinical establishment regulations that apply to you. • You will act as the Data Fiduciary for patient data processed through the Services, and Flabs will act as a Data Processor on your documented instructions. • You are responsible for the accuracy, quality, and legality of Customer Data and for configuring user roles and access controls appropriately.

6. Acceptable Use

You agree to use the Services in a lawful and respectful manner. You will not: • Violate any applicable law, regulation, or third-party right. • Upload or transmit any content that is unlawful, defamatory, obscene, infringing, or harmful. • Attempt to gain unauthorised access to the Services, other accounts, or underlying systems. • Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services, except as permitted by law. • Introduce viruses, worms, malware, or any other malicious code. • Use the Services to build a competing product, benchmark without written permission, or circumvent usage limits. • Resell, sublicense, or make the Services available to third parties except as expressly permitted. We reserve the right to investigate suspected violations and to suspend or terminate access without prior notice if, in our sole discretion, you breach these Terms.

7. Intellectual Property

The Services, including all software, designs, text, graphics, logos, trademarks, and documentation, are the exclusive property of Diagnoshuttle Private Limited or its licensors and are protected by Indian and international intellectual property laws. Nothing in these Terms transfers any such rights to you. "Flabs" and related marks are trademarks of Diagnoshuttle Private Limited, and you may not use them without our prior written consent. If you provide suggestions, feedback, or ideas about the Services, you grant us a perpetual, irrevocable, royalty-free licence to use them without restriction or compensation.

8. Third-Party Services and Integrations

The Services may integrate with third-party products, such as analysers, HIS/HMS systems, payment gateways, communication providers (SMS/email/WhatsApp), and cloud infrastructure. Your use of such third-party services is governed by their respective terms and policies. Flabs is not responsible for the availability, accuracy, or practices of any third-party service.

9. Promotional Communications

By submitting any webform or providing your contact details, you agree that Flabs and its authorised partners may contact you by call, SMS, email, or WhatsApp for service updates, onboarding, and promotional communications. Such calls or messages may originate from third-party communication platforms. You may opt out of promotional communications at any time by contacting us at hello@flabs.in.

10. Service Availability and Support

We strive to make the Services available on a 24x7 basis, subject to scheduled maintenance, upgrades, and unforeseen downtime. We do not guarantee uninterrupted or error-free operation. Support is provided through the channels specified on our website or in your order form, during our standard business hours, unless otherwise agreed in writing.

11. Suspension and Termination

We may suspend or terminate your access to the Services, with or without notice, if: • You breach these Terms or any applicable law. • Fees remain unpaid beyond the due date. • Your use poses a security, legal, or reputational risk to Flabs or other users. • Required by a competent authority. You may terminate your subscription in accordance with the cancellation terms of your plan. Upon termination, your right to use the Services ceases immediately. We will, upon request and within a reasonable period, make Customer Data available for export in a commonly used format, after which such data may be deleted in accordance with our Privacy Policy and retention obligations.

12. Disclaimer of Warranties

The Services are provided on an "as is" and "as available" basis without warranties of any kind, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. Flabs does not warrant that the Services will be uninterrupted, secure, or error-free. The Services are intended to assist laboratories with workflow and record management. They do not constitute medical advice, diagnosis, or treatment, and should not be relied upon as a substitute for professional clinical judgment. Customers and their Authorised Users are solely responsible for the clinical interpretation of test results and for any decisions made based on such results.

13. Limitation of Liability

To the maximum extent permitted by law, Flabs and its affiliates, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including loss of profits, revenue, data, goodwill, or business opportunities, arising out of or in connection with your use of or inability to use the Services, even if advised of the possibility of such damages. In any event, our total aggregate liability arising out of or relating to these Terms or the Services, whether in contract, tort, or otherwise, shall not exceed the fees actually paid by you to Flabs for the Services during the three (3) months immediately preceding the event giving rise to the claim.

14. Indemnity

You agree to indemnify, defend, and hold harmless Flabs and its affiliates, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to (a) your use of the Services, (b) Customer Data, (c) your breach of these Terms, or (d) your violation of any applicable law or third-party right.

15. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict-of-laws principles. Subject to the dispute resolution provisions below, the courts at Haridwar, Uttarakhand shall have exclusive jurisdiction over any disputes arising out of or in connection with these Terms.

16. Dispute Resolution

The parties shall first attempt to resolve any dispute amicably through good-faith discussions. If the dispute is not resolved within thirty (30) days, it shall be referred to arbitration by a sole arbitrator appointed by mutual consent, conducted in accordance with the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Haridwar, Uttarakhand, and the proceedings shall be conducted in English.

17. Force Majeure

Flabs shall not be liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, natural disasters, pandemics, war, terrorism, civil unrest, strikes, internet or telecom outages, or actions of government authorities.

18. Modifications to Terms

We reserve the right to update or modify these Terms from time to time. Material changes will be notified through the Services or by email, and the "Effective Date" at the top of these Terms will be updated. Your continued use of the Services after such updates constitutes acceptance of the revised Terms. If you do not agree with any changes, you must stop using the Services.

19. Miscellaneous

These Terms, together with the Privacy Policy and any applicable order form, constitute the entire agreement between you and Flabs regarding the Services and supersede all prior agreements. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Our failure to enforce any right or provision shall not be considered a waiver. You may not assign these Terms without our prior written consent; we may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.

20. Contact Information

If you have any questions, concerns, or feedback regarding these Terms or the Services, please contact us at: Diagnoshuttle Private Limited Email: hello@flabs.in For grievances under the Information Technology Act, 2000, the SPDI Rules, 2011, and the Digital Personal Data Protection Act, 2023, you may reach our Grievance Officer at hello@flabs.in.