These Terms of Service ("Terms") form a binding agreement between you and Marvibe Technologies Ltd. ("Marvibe", "we", "us") when you use our pharmaceutical supply-chain platform, website, or related services (together, the "Services"). Please read them carefully.
1. Acceptance
By using the Services, or by signing a separate service agreement with us, you agree to these Terms. If you are accepting on behalf of a hospital or other organisation, you confirm that you have authority to bind that organisation, and "you" in these Terms means that organisation.
If you do not agree, do not use the Services.
2. Definitions
- Customer means the hospital, pharmacy, or other organisation that has subscribed to the Services.
- User means an individual authorised by the Customer to access the Services.
- Customer Data means any data submitted to the Services by or on behalf of the Customer, including inventory, procurement, and facility records.
- Order means a signed order form, agreement, or online subscription under which the Customer subscribes to the Services.
3. Accounts and access
You are responsible for keeping your login credentials confidential and for all activity that happens under your account. Notify us at help@marvibe.org as soon as you suspect any unauthorised use.
The Customer is responsible for managing its Users' access, including revoking access when a User leaves or changes role.
4. Acceptable use
You agree that you will not:
- Use the Services for anything unlawful, or to violate any third party's rights
- Upload malicious code, probe for vulnerabilities, or interfere with the integrity of the Services
- Reverse-engineer, copy, or create derivative works of the Services, except as expressly permitted by Nigerian law
- Use the Services to send spam, phishing content, or unsolicited commercial communications
- Exceed usage limits set out in your Order, or use the Services in a way designed to evade those limits
- Use the Services to store or transmit patient-identifying clinical records, except where we have expressly agreed that feature is in scope
5. Your data
As between you and us, the Customer retains all rights in Customer Data. You grant us a limited, worldwide, royalty-free licence to host, process, and transmit Customer Data solely to provide and improve the Services.
We process personal data in line with our Privacy Policy and, where applicable, a separate Data Processing Agreement with the Customer.
On termination, we will, on written request, provide the Customer with an export of Customer Data in a structured machine-readable format, and then delete it from our live systems in line with our retention schedule.
6. Fees and billing
Subscription fees are set out in your Order. Unless your Order says otherwise, fees are invoiced in advance, payable within 30 days, and quoted in Nigerian Naira exclusive of VAT.
Late payments may accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower. Pilots and trial accounts are provided without charge and may be modified or withdrawn by either party on reasonable notice.
7. Service availability
We aim to keep the Services available at all times, but we do not guarantee uninterrupted access. We perform scheduled maintenance within defined windows and will give you reasonable notice of planned downtime. Where your Order includes a service level commitment, that document governs availability.
We are not responsible for interruptions caused by your network, your hospital's infrastructure, third-party services outside our control, or events of force majeure.
8. Suspension and termination
We may suspend or terminate your access if you materially breach these Terms, fail to pay overdue amounts after written notice, or if we are required to by law. We will give you reasonable notice and a chance to cure a breach where practical to do so.
Either party may terminate a subscription at the end of its then-current term by giving written notice in line with the Order. On termination, all outstanding fees become payable and your right to use the Services ends.
9. Warranties and disclaimers
We warrant that the Services will perform materially in line with our published documentation during any active subscription. To the fullest extent permitted by Nigerian law, we disclaim all other warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
Marvibe is a decision-support tool. It does not replace the professional judgement of a pharmacist, clinician, or procurement officer. Dispensing, prescribing, and procurement decisions remain the responsibility of licensed personnel at the Customer.
10. Limitation of liability
To the fullest extent permitted by law, neither party will be liable for indirect, consequential, special, or punitive damages, or for lost profits or lost data, even if advised of the possibility.
Each party's total aggregate liability under these Terms, in any rolling twelve-month period, is limited to the fees the Customer paid (or committed to pay) for the Services in the twelve months before the event giving rise to the claim.
Nothing in these Terms limits liability that cannot lawfully be limited, including for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.
11. Governing law
These Terms are governed by the laws of the Federal Republic of Nigeria. The courts of the Federal Capital Territory, Abuja, have exclusive jurisdiction over any dispute arising from them, except that either party may seek injunctive relief in any court of competent jurisdiction to protect confidential information or intellectual property.
12. Contact
Questions about these Terms can be sent to help@marvibe.org, or by post to Marvibe Technologies Ltd., 18 Danube Street, Maitama, Abuja 900001.