KEYHOLE HEART CLINIC LIMITED (KHC) – TERMS AND CONDITIONS

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE MAKING AN ENQUIRY OR BOOKING VIA KHC (EITHER VIA OUR WEBSITE OR OTHERWISE). YOU ACKNOWLEDGE AND AGREE THAT THESE TERMS AND CONDITIONS APPLY TO YOUR RELATIONSHIP WITH KHC.

Your particular attention is drawn to clause 7 below (limitation of liability).

1. Your relationship with KHC
   • These Terms and Conditions reflect the way KHC’s business works and help define KHC’s relationship with you. Understanding these Terms and Conditions is important because, to use our services (as described below), you must accept these Terms and Conditions. When we speak of “KHC”, “we”, “us” and “our”, we mean The Keyhole Heart Clinic Limited (incorporate and registered in England and Wales with company number 09214891 and whose registered office is at c/o Shelley Stock Hutter LLP, 1st Floor, 7 – 10 Chandos Street, London, W1G 9DQ).
   • Besides these Terms and Conditions, we also publish:
     • a Privacy Policy (thekeyholeheartclinic.com/privacy/) – which aims to give you information on how KHC collects and processes your personal data and sets out information about the cookies on our website; and
     • our Website Terms of Use – which tells you the rules for using our website. By using our website, you confirm that you accept our Terms of Use and that you agree to comply with them. If you do not agree to our Terms of Use, you must not use our website.

2. Interpretation

The following definitions and rules of interpretation apply in these Terms and Conditions.

• Definitions:

“Charges”: the charges payable by you to the Clinician(s) (as defined below) introduced to you by KHC for the supply of Medical Services (as defined below).

“Data Protection Legislation”: all applicable data protection and privacy legislation in force from time to time in the UK including the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive (2002/58/EC) (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended, and any other European Union legislation relating to personal data and all other legislation and regulatory requirements in force from time to time which apply to a party relating to the use of personal data.

“Clinician”: a doctor or medical professional, as well as hospitals, clinics and other healthcare professionals who will be providing medical advice, treatment, diagnostics, investigations and other medical services or treatment-related services to you, as required in each individual case.

“Medical Services”: medical care, treatment or diagnostic services.

• A reference to writing or written includes fax and e-mail.
• Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

3. Services
   • KHC is not a provider of Medical Services.
   • KHC acts as an introducer/co-ordination agent between you and Clinician(s) in relation to you requiring Medical Services in the UK. KHC will receive your initial enquiry and hold preliminary discussions with you In an effort to assist you with choosing suitable Clinician(s) for the provision of Medical Services.
   • You are ultimately responsible for choosing your own Clinician(s), and any arrangement, booking or contract for the provision of Medical Services with any Clinician(s) introduced to you by KHC is made directly between you and the respective Clinician(s) and KHC is not a party to such arrangement, booking or contract. KHC’s liability to you is limited in accordance with clause 7 of these Terms and Conditions.
   • You should have regard to any terms and conditions applicable to such arrangement, booking or contract between you and the Clinician(s).
   • KHC shall have no authority to bind the Clinician(s) in any way, including making or entering into any contracts or commitments or incur any liability for or on their behalf and the provision of any Medical Services to you.
   • It is the sole responsibility of the Clinician(s) to be eligible and capable of providing the appropriate Medical Services to you.
4. Charges
   • The Charges for Medical Services provided by the Clinician(s) shall operate on the following basis:
     • KHC shall acting as agent for the Clinician(s) invoice you directly for the provision of Medical Services;
     • the Charges and any payments due to the Clinician(s) for the provision of Medical Services will be communicated to you by KHC on behalf of the Clinician(s) and/or set out in any terms and conditions between you and the Clinician(s);
     • all amounts payable to KHC as agent for the Clinician(s) are exclusive of amounts in respect of VAT. Where any VAT is payable in addition to such amounts, VAT will be chargeable and payable by you accordingly; and
   • You must pay the relevant Charges to KHC acting as agent for the Clinician(s). Please note that, if the relevant Charges are not paid to KHC in cleared funds at least 48 hours prior to the commencement of Medical Services, we will inform your Clinician(s) who may decide to postpone or cancel the Medical Services.
   • Self-Pay Patients: once you and the Clinician(s) have agreed on the Medical Services to be provided, either the Clinician(s) or KHC acting as agent for the Clinician(s) will make the necessary arrangements for your admission and payment. Please note that, even if someone else will be paying the Charges on your behalf, you are responsible for paying any Charges which they do not pay. You should pass a copy of these Terms and Conditions to them.
   • Insured Patients: to access Medical Services from Clinician(s) through your private medical insurance (e.g. BUPA, AXA, PPP, AVIVA, WPA, HEALIX, Cigna, Vitality, Allianz etc.), you must provide details of your insurer including your registration number, level of cover and your authorisation number which your insurer will provide. You should be aware that the process for medical insurance claims differ from insurer to insurer, so we recommend that you first contact your insurer to get authorisation for any Medical Services you may require. In most cases, you may need to obtain a referral letter from your GP. Please note that you will be responsible for any Charges not covered by your insurer.
5. KHC’s rights and obligations
   • Clinician(s) we introduce to you and whom may provide you with Medical Service enter into contracts with us and may pay us a fee in respect of our marketing of their services on our website and/or on account of us introducing you to them.
   • KHC is responsible and entitled as agent for the Clinician(s) only for the purposes of billing and collecting payment for Medical Services provided or to be provided to you by the Clinician(s).
   • KHC warrants to you, at the time of introducing any Clinician(s) to you, that such Clinician(s) will be appropriately qualified to provide the Medical Services to be provided to you. Subject to the aforementioned, it is the sole responsibility of the Clinician(s) to be eligible and capable of providing the appropriate Medical Services to you.
6. Data protection

You and KHC will comply with all applicable requirements of the Data Protection Legislation. This clause 6 is in addition to, and does not relieve, remove or replace, a party’s obligations or rights under the Data Protection Legislation.

7. Limitation of liability
   • You acknowledge and agree that any dispute, complaint, grievance or any claim you may have arising from or in connection with the provision of Medical Services by the Clinician(s) must be addressed and/or brought directly against the relevant Clinician(s) and/or their practice and not against KHC.
   • Nothing in these Terms and Conditions shall limit or exclude the liability of KHC which cannot legally be limited including liability for:
     • Death or personal injury caused by negligence; or
     • Fraud or fraudulent misrepresentation.
   • Subject to clause 1 above:
     • KHC shall not under any circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for:
       • any loss of profit, sales, revenue, or business;
       • loss of anticipated savings;
       • loss of or damage to goodwill;
       • loss of agreements or contracts;
       • loss of use or corruption of software, data or information; or
       • any loss that is an indirect or secondary consequence of any act or omission of the party in question.
     • The total liability of KHC to you for damage to property caused by the negligence of KHC in connection with these Terms and Conditions shall be limited to £100 for any one event or series of connected events; and
     • The total liability of KHC to you in respect of all other loss or damage arising under or in connection with these Terms and Conditions whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed £100 for the entire term of these Terms and Conditions.
   • KHC may not benefit from the limitations and exclusions set out in this clause in respect of any liability arising from its deliberate default.
8. Entire agreement
   • These Terms and Conditions constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
   • You acknowledge that, by accepting these Terms and Conditions, you do not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms and Conditions.
   • Nothing in this clause shall limit or exclude any liability for fraud.
9. No automatic waiver
   • No failure or delay by a party to exercise any right or remedy provided under these Terms and Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
   • No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
10. Severance

If any provision or part-provision of these Terms and Conditions is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms and Conditions.

11. Notices
    • Any notice or other communication given to a party under or in connection with these Terms and Conditions shall be in writing, addressed to that party at its registered office or such other address as that party may have specified to the other party in writing, and shall be delivered personally, or sent by pre-paid first class post or other next working day delivery service, or by commercial courier or email.
    • A notice or other communication shall be deemed to have been received:
      • if delivered personally, when left at the address referred to in clause 1;
      • if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting;
      • if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or
      • if sent by email, one Business Day after transmission.
    • This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any other method of dispute resolution.
12. Third party rights

No one other than you and KHC, its successors and permitted assignees shall have any right to enforce any of its terms.

13. Governing law and jurisdiction
    • This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
    • Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).