TERMS AND CONDITIONS
       
      
        
          
            
              - 
                Welcome to the "RxSling" mobile application ("App"). The App is
                developed and managed by RxPrism Health Systems Private Limited
                ("RxPrism", "Company", "We", "Our", or "Us"), headquartered at
                #9, 1st Cross, 17th Main, HAL 2nd 'A' Stage, BANGALORE 560008
                Karnataka, INDIA. The RxSling application is a frontend
                application meant for commercial users. The RxSling application
                works as an integral part of the "My Show & Tell"
                application. Therefore, it is important to note that the Privacy
                Policy and the Terms and Conditions of both the applications
                flow into one another. You can access the most up-to-date
                version of the Terms and Conditions of the My Show & Tell
                application at
                www.myshowandtell.app/terms.html. The RxSling application is also supported by a robust backend
                platform.
              
 
              - 
                It is also important to note that the My Show & Tell
                application serves the Show & Tell video Content "Creators"
                of Your organization while the RxSling application serves the
                Show & Tell video Content "Distributors" of Your
                organization. The Show & Tell video Content thus created by
                Your Content Creators using the My Show & Tell application
                and distributed by Your video Content Distributors using the
                RxSling application are viewed by Your video Content "Viewers".
              
 
              - 
                The terms "You" and "Your" refer to You as the organization and
                "They", "Their", and "Them" refer to Your video Content
                Distributors and Your video Content Viewers, collectively known
                as the users of the App or of the "Services" offered by the App.
                The term 'video Content' will be hereinafter addressed as
                "Content".
              
 
              - 
                PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF THE APP
                CAREFULLY. THESE TERMS AND CONDITIONS, TOGETHER WITH THE PRIVACY
                POLICY AVAILABLE AT
                www.myshowandtell.app/rxsling/privacy.html, THE TERMS AND CONDITIONS OF THE MY SHOW & TELL APP
                AVAILABLE AT
                www.myshowandtell.app/terms.html, THE PRIVACY POLICY OF THE MY SHOW & TELL APP AVAILABLE AT
                www.myshowandtell.app/privacy.html, AND ANY OTHER POLICIES WHICH MAY BE APPLICABLE TO SPECIFIC
                PORTIONS OF THIS APP CONSTITUTE THE TERMS OF YOUR ACCESS TO AND
                USAGE OF THIS APP. BY ACCESSING OR USING THIS APP, YOU
                AUTOMATICALLY AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS,
                THE PRIVACY POLICY, THE TERMS AND CONDITIONS OF THE MY SHOW
                & TELL APP, THE PRIVACY POLICY OF THE MY SHOW & TELL
                APP, AND ANY OTHER POLICIES WHICH MAY BE APPLICABLE TO SPECIFIC
                PORTIONS OF THIS APP. IF YOU DO NOT AGREE TO BE BOUND BY THESE
                TERMS AND CONDITIONS, THE PRIVACY POLICY, THE TERMS AND
                CONDITIONS OF THE MY SHOW & TELL APP, THE PRIVACY POLICY OF
                THE MY SHOW & TELL APP, AND ANY OTHER POLICIES WHICH MAY BE
                APPLICABLE TO SPECIFIC PORTIONS OF THIS APP, PLEASE DO NOT
                ACCESS OR USE THIS APP.
              
 
              - 
                These Terms and Conditions, the RxSling Privacy Policy, the My
                Show & Tell Terms and Conditions, the My Show & Tell
                Privacy Policy, and any other policies that may be applicable to
                specific portions of this App, and any disclaimers that may be
                present on the App are referred to as "Agreement".
              
 
              - 
                If You are accessing the RxSling App, then this Agreement will
                continue to apply to such use. In addition, there may be
                additional terms, such as the terms imposed by mobile
                application stores, which will govern the use of this mobile
                application.
              
 
              - The features/services of this App are available globally.
 
              - 
                The Agreement supersedes all previous oral and written terms and
                conditions (if any) communicated to You.
              
 
            
           
         
        
          - The App
 
        
        
          
            - 
              1.1. Users: The App is accessible to Your Content
              Distributors while its Services are accessible to Your Content
              Viewers:
            
 
            - 
              1.1.1. Content Distributors: The Content
              Distributors are people whom You designate to distribute the
              Contents created and shared by Your Content Creators. Only the
              Content Distributors whom You preregister can register on the
              RxSling App. This method enables You to retain control and track
              the activities of Your Content Distributors who are using the App.
              As a part of the preregistration, You provide Us the email address
              and mobile number of all Your Content Distributors. We preregister
              Your Distributors on the RxSling App using the information
              provided by You. Your Content Distributors then download and
              install the RxSling App on Their mobile devices, register
              themselves on the App using the same email address and mobile
              number provided by You, and validate themselves via a one-time
              password (OTP).
            
 
            - 
              1.1.2. Content Viewers: The Content
              Viewers are people who receive the Contents distributed by Your
              Content Distributors as URLs. By clicking or tapping the URLs,
              Your Content Viewers can open the Contents on their browser. It is
              to be noted that Your Content Viewers do not access the App but
              only access the Services of the App.
            
 
            - 
              1.2. Features of the App: The RxSling App enables
              Your Content Distributors to receive Contents from designated
              Content Creators, customize the received Contents suitably for
              Their Content Viewers based on the customization protocol
              configured for the Contents by the corresponding Content Creators,
              and share the Contents with Their Content Viewers through multiple
              channels.
            
 
          
         
        
          - Use of the App by All Users
 
        
        
          
            - 
              2.1. You, Your Content Distributors, and Your Content Viewers will
              use the App, its features, and its Services only in relation to
              and in compliance with all applicable Indian laws. You, Your
              Content Distributors, and Your Content Viewers will not use this
              App, its features, and its Services for any purposes not intended
              under this Agreement.
            
 
            - 
              2.2. You, Your Content Distributors, and Your Content Viewers will
              not deliberately use the App, its features, or its Services in any
              way that is unlawful or harms RxPrism, its directors, employees,
              affiliates, distributors, partners, service providers, other
              users, and/or data/content on the App.
            
 
            - 
              2.3. You, Your Content Distributors, and Your Content Viewers
              understand that as a part of the registration process as well as
              in the course of the use of the App, Your Content Distributors and
              Content Viewers may receive SMS (short messaging service) messages
              and/or emails from Our backend team on Their registered mobile
              number and/or Their registered email ID, respectively. These
              messages and/or emails will relate to the registration of Your
              Content Distributors (eg, OTP confirmation during registration and
              forgot password) and any such information found suitable for Your
              attention or for the attention of Your Content Distributors and
              Your Content Viewers (eg, information on latest App upgrades).
              Please note that Our backend team will send these messages and/or
              emails only to the mobile number and/or the email ID that You or
              Your Content Distributors provide on the App or outside the App.
              It is Your responsibility and the responsibility of Your Content
              Distributors to ensure that You and They provide the correct
              mobile numbers and email IDs. Besides the modes of providing
              consent as described in the RxSling Privacy Policy, You, Your
              Content Distributors, and Your Content Viewers hereby consent to
              receiving such messages and/or emails from Our backend team.
            
 
            - 
              2.4. We do not enforce any policy for the Account password.
              However, depending upon the importance of usage, We request Your
              Content Distributors to set a stronger password containing a
              combination of alphanumeric and special characters to ensure
              maximum protection for Their account.
            
 
            - 
              2.5. Your Content Distributors cannot edit Their mobile number and
              email ID once They complete Their registration on the App. If They
              change or forget Their mobile number or email ID, it is important
              that They write to Us (on the email ID provided below). We shall
              take further steps after careful evaluation and verification with
              the administrator(s) of the contracted organization.
            
 
            - 
              2.6. Once Your Content Distributors log on to the App, Their
              session will remain live on their mobile until They sign out
              manually. In any unfortunate event of losing Their mobile (theft),
              there is a fair chance for someone else to access their RxSling
              account from Their lost mobile. Therefore, it is imperative for
              Them to log on to Their account from a different device as soon as
              possible. When They do that, Their earlier instance on Their
              previous device will automatically log out. Besides, They may also
              choose to change Their password for additional security.
            
 
            - 
              2.7. Since all Contents in the App are stored on a cloud, Your
              Content Distributors can log in and access Their Content from any
              device. Their Personal Information, Activity Information,
              Contents, and preferences are deleted only when They delete Their
              account, in accordance to the terms of deleting Their account
              specified in the RxSling Privacy Policy.
            
 
            - 
              2.8. You and Your Content Distributors will obtain all relevant
              consents and approvals prior to using the App to distribute any
              Content.
            
 
            - 
              2.9. You are responsible for the Content You or Your Content
              Distributors post. The consequence of any violation with respect
              to Your Content will be borne by You. Please note that We reserve
              the rights to remove any abusive, unsocial, objectionable, or
              inappropriate Content with or without notice.
            
 
            - 
              2.10. If Your Content Viewers notice any abusive, unsocial,
              objectionable, or inappropriate Content or any copyright
              violations, They can report it by tapping the 'i' icon on the
              top-right corner of every Show & Tell Content while it plays
              and then tapping the 'Report Abuse' button. Upon receipt of Their
              complaint, We will evaluate Their request, determine its severity,
              and perform appropriate action in no more than 24 hours.
            
 
            - 
              2.11. All the Contents in the App are public Contents by default.
              Public Content is the Content that is accessible through an open
              URL. If Your Content Distributors want Us to treat Their Content
              as private, They may secure Their Content with a PIN under the
              Optional Settings in the Save & Share screen of Their Show
              & Tell Content. However, They must remember to share the PIN
              with Their intended Content Viewer(s) for Them to access the
              Content.
            
 
            - 
              2.12. We have also incorporated an additional layer of protection
              for Your Content by adding a Content-Protection feature in the My
              Show & Tell app. This feature restricts Your Content Viewers
              from forwarding Your Content URL that They receive from Your
              Content Distributors. After Your Content Viewers open and view a
              Protection-enabled Content URL on Their device browser and forward
              the URL to another individual, that individual will not be able to
              open and view it on his/her device browser. In other words, after
              a Protection-enabled Content URL is opened and viewed by an
              individual on his/her device browser, the same Content URL cannot
              be opened and viewed by any other individual on any other device
              browsers. Conversely, if a Content Distributor shares a
              Protection-enabled Content URL to a Content Viewer and if someone
              else, including the Content Distributor himself/herself, opens and
              views the URL on his/her device browser before the intended
              recipient does so, neither the intended recipient nor anyone else,
              can thereafter open and view the Content URL on their device
              browser. However, if Your Content Creator or Distributor views the
              Protection-enabled Content URL on Their App instead of Their
              device browser, Their intended recipient can still open and view
              Their Protection-enabled Content URL on his/her device browser.
            
 
            - 
              2.13. (For commercial users only) The Content
              URLs distributed by Your Content Distributors will be a short URL
              with the rxp.at and/or rxpl.info domain. The Content URL with the
              rxp.at and/or rxpl.info domain enables You to track the usage of
              Your Content by Your Content Viewers. If someone else, including
              Your Content Distributor himself/herself, opens and views this URL
              before the intended recipient does so, the activity information of
              the intended recipient on the specific Content will apparently be
              false. Therefore, if Your Content Distributors want to ensure
              Their Contents are tracked effectively, They must share Their
              Contents to Their intended Content Viewers from within the App
              only. If They share the URL from outside the App, from Their sent
              items, to many Viewers simultaneously, the URL will reach only the
              intended Content Viewer or the Content will stop playing for
              everyone. Additionally, if anyone tries to tamper the characters
              in the URL, the Content may not play.
            
 
            - 
              2.14. Based on Your subscription plan, Your Content Distributors
              will have limitations of forwarding Their Contents to predefined
              number of Content Viewers. For instance, if You have subscribed to
              a basic plan, Your Content Distributors can share their Contents
              only to 100 Content Viewers. If You want Your Content Distributors
              to be allowed to share Their Contents to more than the predefined
              number of Content Viewers, you must subscribe to bigger
              subscription plans.
            
 
            - 
              2.15. Each Content Distributor will be able to view and distribute
              only the Contents that have been assigned to him/her by those
              Content Creators whom You have assigned to the specific Content
              Distributor. A Content Distributor can receive Contents from 1 or
              2 Content Creators.
            
 
            - 
              2.16. You must ensure that all Your Content Creators are mapped to
              Their respective Content Distributors. Only then, Your Content
              Creators can push Their Contents to the relevant Content
              Distributors.
            
 
            - 
              2.17. We use Your organization-specific domain name in the email
              IDs to recognize the email IDs of Your Content Creators and
              Content Distributors. Therefore, You must ensure all Your Content
              Creators and Content Distributors have Your organization-specific
              domain name in Their email IDs.
            
 
            - 
              2.18. Your Content Distributors can generate only minimal activity
              reports from within the App. Our backend team will provide You
              with elaborate and structured reports on a regular basis as agreed
              while signing the Statement of Work (SOW) and as explained in the
              RxSling Privacy Policy.
            
 
            - 
              2.19. Currently, the App and all its algorithms support English
              language. However, if Your Content Distributors' device allows
              Them to type in any other languages, We will attempt to support
              that using UTF-16.
            
 
            - 
              2.20. We have developed and tested the App on all common devices
              and browsers and have ascertained it to work in all of those
              scenarios without any glitch. However, if You, Your Content
              Distributors, or Your Content Viewers observe if the App is not
              working on any specific or peculiar scenario or cause any damage
              to the software or the hardware of any specific device, We request
              You or Them to bring it to Our notice at the earliest (on the
              email ID provided below). Our backend team will evaluate the
              problem and provide appropriate solution at the earliest.
            
 
            - 
              2.21. To know more about any latest addition (features) to the
              App, You or Your Content Distributors may check the FAQ section on
              the App menu.
            
 
            - 
              2.22. Based on the restrictions set by Your Content Creators, Your
              Content Distributors can embed Call-to-Action buttons, such as
              Learn More, Buy Now, View, Launch, WhatsApp Me, SMS Me, or Email
              Me, on Their Contents, if required, to direct Their Content
              Viewers to a third party site or perform the respective function.
              Based on the restrictions set by Your Content Creators, Your
              Content Distributors can also embed a Call-to-Action button called
              Contact, which allows Them to configure any advanced communication
              protocol along with a URL to execute the given protocol. Tapping
              on a Call-to-Action button, Your Content Viewers may navigate to a
              third party website for further communication (or) for simply
              viewing some details (or) for viewing a product page on an
              e-commerce website (or) for processing any payment and so on. It
              is important to note that Your Content Viewers are performing this
              action at Their own will. We as a facilitator for Your Content do
              not endorse the quality or claims of Your product or messages
              delivered or authorize any action that Your Viewer performs on the
              App.
            
 
          
         
        
          - Our Role
 
        
        
          
            - 
              3.1. Our role is limited to providing an App for Your Content
              Distributors to:
            
 
            - 
              3.1.1. Receive Show & Tell Contents from Their designated
              Content Creators.
            
 
            - 
              3.1.2. Customize the received Contents suitably for Their Content
              Viewers based on the customization protocols configured for the
              Contents by the corresponding Content Creators.
            
 
            - 
              3.1.3. Share the Contents with Their Content Viewers through
              multiple channels.
            
 
            - 
              3.2. If We suspect any illegal, wrongful, or fraudulent activity
              on the App or tampering, reengineering, hacking, or extracting the
              codes in the App by any registered user or any other users,
              notwithstanding any other rights We may have, We reserve the right
              to inform the relevant government or law enforcement authorities.
              We will cooperate in all investigative procedures or requests for
              access/information initiated by any such government or law
              enforcement authorities.
            
 
            - 
              3.3. We do not endorse or influence control over any particular
              subject, theory, opinion, viewpoint, or position on any topic
              published through our App.
            
 
          
         
        
          - Links to Third Party Apps
 
        
        
          
            - 
              4.1. Your Content Distributors and Viewers may be provided with
              links on the App that direct Them to third party
              apps/applications/content or service providers, including
              e-commerce apps (collectively "Third Party Apps").
            
 
            - 
              4.1.1. We do not endorse any Third Party Apps that Your Content
              Distributors and Viewers may be directed to from the App and
              outside the App, respectively.
            
 
            - 
              4.3. Links to such Third Party Apps are provided for the
              convenience of Your Content Distributors and Viewers only. Your
              Content Distributors and Viewers must exercise Their independent
              judgment and prudence when visiting/using any Third Party Apps via
              a link available on the App and outside the App, respectively.
              Should They decide to click on the links to visit such Third Party
              App, They do so of Their own volition. Their usage of such Third
              Party Apps and all content available on such Third Party Apps is
              subject to the Terms and Conditions of the respective Third Party
              App and We are not responsible for Their use of any Third Party
              Apps.
            
 
          
         
        
          - Proprietary Rights
 
        
        
          
            - 
              5.1. We respect the intellectual property rights of others, and We
              expect the same from Your Content Distributors. The App, user, and
              the data are protected by applicable intellectual property laws.
            
 
            - 5.2. Our Rights to the App and Our Content:
 
            - 
              5.2.1. All intellectual property in and to the App, any software,
              techniques, and processes used in connection with the App, belongs
              exclusively to Us or Our licensors. With the use of the App by
              Your Content Distributors, by no means are any rights impliedly or
              expressly granted by Us to You or your Content Distributors in
              respect of such works.
            
 
            - 
              5.2.2. We and/or Our licensors assert all proprietary rights in
              and to all names and trademarks contained on the App.
              Notwithstanding the generality of the foregoing, the name,
              "RxPrism", "My Show & Tell App", and 'RxSling App" are Our
              trademarks and copyrights (or any other intellectual property
              right) and/or that of Our licensors. Any use of Our trademarks or
              copyrights, unless otherwise authorized in a written agreement,
              will constitute an infringement upon Our trademark and copyright
              (or any other such intellectual property right) and may be
              actionable under applicable laws.
            
 
            - 
              5.2.3. Except as stated otherwise in this Agreement, the My Show
              & Tell App and the RxSling App (including all their
              intellectual property rights) are owned exclusively by Us and/or
              Our licensors.
            
 
            - 
              5.2.4. Unless explicitly stated herein, nothing in this Agreement
              shall be construed as conferring on You or Your Content
              Distributors any license to intellectual property rights, whether
              by estoppel, implication, or otherwise.
            
 
            - 
              5.2.5. All Your Show & Tell Contents are hosted on a public
              URL in the showandtell.app domain. However, You and Your Users
              have the option of protecting Your Contents by way of setting a
              PIN and/or activating Content Protection as covered earlier in
              this Terms and Conditions. It is also important to note that the
              short URL of Your Content as distributed by Your Content
              Distributors shows the rxp.at and/or rxpl.info domain.
            
 
            - 
              5.2.6. Unless We expressly authorize, You or Your Content
              Distributors agree not to reproduce, modify, sell, distribute,
              mirror, frame, republish, download, transmit, or create derivative
              works of RxPrism, in whole or in part, by any means. You or Your
              Content Distributors must not remove or modify any copyright or
              trademark notice or other notices of ownership.
            
 
          
         
        
          - Personal Information
 
        
        
          
            - 
              6.1. We may collect various personal information from Your Content
              Distributors when they use the App and/or the features provided by
              the App.
            
 
            - 
              6.2. Our Privacy Policy available at
              www.myshowandtell.app/rxsling/privacy.html
              sets out Our policy with respect to the collection, usage,
              storage, processing, and destruction of any such personal
              information.
            
 
            - 
              6.3. When Your Content Distributors tap the 'SIGN UP' button at
              the time of registering or otherwise provide Their personal
              information, They specifically consent to Our Privacy Policy.
            
 
          
         
        
          - Disclaimers
 
        
        
          
            - 
              7.1. We provide warranty for the security, reliability, quality,
              timeliness, and performance of (i) the App and its features (ii)
              any information received through the App (iii) transmissions of
              data, and (iv) any other matter relating to the App and/or
              Services.
            
 
            - 
              7.2. We do provide guarantee but shall not be held liable or
              responsible for the failure to send SMS or other notifications or
              reminders to You or Your Content Distributors as a feature of the
              App.
            
 
            - 
              7.3. While We will endeavor to take all reasonable and appropriate
              steps to keep secure any Information which We hold about Your
              Users and prevent its unauthorized access, You acknowledge that
              the Internet is not 100% secure and that We cannot provide any
              absolute assurance regarding the security of Your Users' Personal
              Information. We shall not be responsible or liable in any way for
              any breach or unintended loss or disclosure of Information,
              including Personal Information, caused due to events beyond Our
              control or due to technical reasons or third party actions.
            
 
          
         
        
          - Limitation of Liability
 
        
        
          
            - 
              8.1. To the fullest extent permitted by law, in no event will We
              or Our affiliates be liable for any direct, indirect, special,
              incidental, punitive, exemplary, or consequential damages
              (including, without limitation, loss of business, revenue,
              profits, goodwill), whether or not We have been warned of the
              possibility of such damages or could have reasonably foreseen such
              damages.
            
 
          
         
        
          - Representation and Warranties
 
        
        
          
            - 
              9.1. By Using This App Your Content Distributors Represent And
              Warrant That:
            
 
            - 
              9.1.1. They are 18 years of age or older and that Their use of the
              App shall not violate any applicable law or regulation;
            
 
            - 
              9.1.2. All registration information You and Your Content
              Distributors submit is truthful and accurate and that You and They
              agree to maintain the accuracy of such information;
            
 
            - 
              9.1.3. You as an organization and Your Content Distributors,
              registered on the App, will use the App solely for your commercial
              and noncommercial purposes.
            
 
            - 
              9.1.4. Your Content Distributors' use of this App shall be
              subjected to the following restrictions:
            
 
            - 
              9.1.4.1. They will not delete or modify any content on the App
              including but not limited to, legal notices, disclaimers, or
              proprietary notices such as copyright or trademark symbols and
              logos that They do not own or have express permission to modify;
            
 
            - 
              9.1.4.2. They will not decompile, reverse engineer, or disassemble
              the App and its features;
            
 
            - 
              9.1.4.3. They will not remove any copyright, trademark
              registration, or other proprietary notices from the App. They
              further agree not to access or use this App in any manner that may
              be harmful to the operation of this App or its features;
            
 
            - 
              9.1.5. Your Content Distributors will not use the App and/or its
              services in any way that is unlawful or harms Us or any other
              person or entity as determined in Our sole discretion.
            
 
            - 
              9.1.6. You or Your Content Distributors will not engage in any
              form of antisocial, disrupting, or destructive acts, including
              "flaming", "spamming", "flooding", "trolling", "phishing", and
              "griefing" as those terms are commonly understood and used on the
              Internet.
            
 
            - 
              9.1.7. You or Your Content Distributors will not host, display,
              upload, modify, publish, transmit, update, or share any
              information that:
            
 
            - 
              9.1.7.1. belongs to another person and to which You or Your
              Content Distributors do not have any right to;
            
 
            - 
              9.1.7.2. is grossly harmful, harassing, blasphemous, defamatory,
              obscene, pornographic, pedophilic, libelous, invasive of another's
              privacy, hateful, or racially, ethnically objectionable,
              disparaging, relating or encouraging money laundering or gambling,
              or otherwise unlawful in any manner whatever;
            
 
            - 9.1.7.3. harms minors in any way;
 
            - 
              9.1.7.4. infringes any patent, trademark, copyright, or other
              proprietary rights(s), violates any law for the time being in
              force;
            
 
            - 
              9.1.7.5. deceives or misleads the addressee about the origin of
              such messages or communicates any information which is grossly
              offensive or menacing in nature;
            
 
            - 9.1.7.6. impersonates another person;
 
            - 
              9.1.7.7. contains software viruses or any other computer code,
              files, or programs designed to interrupt, destroy, or limit the
              functionality of any computer resource;
            
 
            - 
              9.1.7.8. threatens the unity, integrity, defense, security, or
              sovereignty of any countries, friendly relations with their
              foreign states or public order, or causes incitement to the
              commission of any cognizable offence, or prevents investigation of
              any offence, or is insulting any other nation.
            
 
          
         
        
          - Additional Terms
 
        
        
          
            - 
              10.1. Additional terms and conditions may apply in order for You
              or Your Content Distributors to avail specific Services and to
              specific portions or features of the App, all of which terms are
              made a part of these Terms and Conditions by this reference. You
              and Your Content Distributors agree to abide by such other terms
              and conditions, including where applicable representing that You
              and Your Content Distributors are of sufficient legal age to use
              or participate in such service or feature. If there is a conflict
              between these Terms and Conditions and the terms posted for or
              applicable to a specific portion of the App or for any Service
              offered on or through the App, the latter terms shall control with
              respect to Your and Your Content Distributors' use of that portion
              of the App or the specific Service.
            
 
          
         
        
          - Indemnification
 
        
        
          
            - 
              11.1. You and Your Content Distributors hereby indemnify, defend,
              and hold Us, Our distributors, agents, representatives, and other
              authorized users, and each of the foregoing entities' respective
              resellers, distributors, service providers, and suppliers, and all
              of the foregoing entities' respective officers, directors, owners,
              employees, agents, and representatives harmless from and against
              any and all losses, damages, liabilities, and costs arising from
              (i)Your Content Distributors' use of the App (ii) Your breach of
              provisions of this Agreement, and (iii) any negligent or
              intentional wrongdoing on Your part.
            
 
          
         
        
          - Termination
 
        
        
          
            - 
              12.1. We reserve the right, in the event We find out in Our sole
              discretion that You or your Content Distributors breached the
              Agreement, to suspend and/or terminate Your accounts or those of
              Your Content Distributors' and/or access to the App by blocking
              Your IP address or email ID or that of Your Content Distributors'
              with adequate notice to You and Them. Any suspected illegal,
              fraudulent, or abusive activity may be grounds for suspending
              and/or terminating Your accounts or that of Your Content
              Distributors and/or Your or Their access to the App. Upon
              suspension or termination, Your and Your Content Distributors'
              right to use the features on the App shall immediately cease and
              We reserve the right to remove or delete Your and Your Content
              Distributors' information and/or Content that is available with
              Us, including but not limited to login and account information.
            
 
            - 
              12.2. Upon user account termination or suspension, regardless of
              the reasons therefore, Your and Your Content Distributors' right
              to use the App, User data, or Our information immediately ceases,
              and You and Your Content Distributors acknowledge and agree that
              We may immediately deactivate or delete Your and Your Content
              Distributors' account and all related information and files in
              Your and Their account and/or bar any further access to such files
              or this App. We shall not be liable to You, Your Content
              Distributors, or any third party for any claims or damages arising
              out of any termination or suspension of Your and Your Content
              Distributors' user account or any other actions taken by Us in
              connection with such account termination or suspension.
            
 
          
         
        
          - Governing Law and Jurisdiction
 
        
        
          
            - 
              13.1. The interpretation of this Agreement and the resolution of
              any disputes arising under this Agreement shall be governed by the
              laws of India, Bangalore Jurisdiction.
            
 
          
         
        
          - Modifications
 
        
        
          
            - 
              14.1. We update Our Terms and Conditions incorporated into Our App
              menu whenever We update and release a new version of Our App. When
              Your Content Distributors use an older version of Our App, the App
              will still be functioning but without the updated features and the
              updated Terms and Conditions. In such cases, Your Content
              Distributors should periodically review the most up-to-date
              version of Our Terms and Conditions at
              www.myshowandtell.app/rxsling/terms.html. In other words, to access Our latest Terms and Conditions, Your
              Content Distributors must either ensure They are using the latest
              version of Our App or refer to Our latest Terms and Conditions at
              the link provided above in this paragraph. Besides, We may, in Our
              sole discretion, modify or revise these Terms and Conditions,
              Privacy Policies, and any other relevant policies at any time, and
              You and Your Content Distributors agree to be bound by such
              modifications or revisions. The last sentence in the Terms and
              Conditions indicates when it was last updated.
            
 
          
         
        
          - Arbitration
 
        
        
          
            - 
              15.1. Any dispute, claim, or controversy arising out of or
              relating to this notice or the breach, termination, enforcement,
              interpretation, or validity thereof, including the determination
              of the scope or applicability of this Agreement to arbitrate, or
              to Your Content Distributors' use of the App or its features or
              the information to which it gives access, shall be determined by
              arbitration in India. The venue of such arbitration shall be
              Bangalore, India. The governing law of the Agreement shall be the
              substantive law of India. All proceedings of such arbitration,
              including, without limitation, any awards, shall be in the English
              language. The award shall be final and binding on the Parties.
            
 
            - 
              15.2. The Parties shall have the right to apply to a court of
              competent jurisdiction to obtain interim injunctive relief in
              respect of any dispute, pending resolution of such dispute in
              accordance with the Agreement.
            
 
          
         
        
          - General Provisions
 
        
        
          
            - 
              16.1. Severability: If any provision of this Agreement is held by
              a court of competent jurisdiction or arbitral tribunal to be
              unenforceable under applicable law, then such provision shall be
              excluded from the Agreement and the remainder of the Agreement
              shall be interpreted as if such provisions were so excluded and
              shall be enforceable in accordance with its terms; provided
              however that, in such event the Agreement shall be interpreted so
              as to give effect, to the greatest extent consistent with and
              permitted by applicable law, to the meaning and intention of the
              excluded provision as determined by such court of competent
              jurisdiction or arbitral tribunal.
            
 
            - 
              16.2. Notices: All notices and other communications required or
              permitted hereunder to be given to a Party shall be in writing, in
              the English language, and shall be sent by facsimile, e-mail, or
              mailed by prepaid internationally-recognized courier, or otherwise
              delivered by hand or by messenger, addressed to such Party's
              address as set forth below or at such other address as the Party
              shall have furnished to the other Party in writing in accordance
              with this provision:
            
 
            - If to RxPrism:
 
            - RxPrism Health Systems Private Limited
 
            - 
              #9, 1st Cross, 17th Main, HAL 2nd 'A' Stage, Bangalore 560008,
              Karnataka, INDIA
            
 
            - 
              Email ID: snt@rxprism.com
            
 
            - If to You:
 
            - 
              At the email address provided by You to Us at the time of signing
              the SOW.
            
 
            - 
              16.3. Waiver: No term of the Agreement shall be deemed waived and
              no breach excused, unless such waiver or consent shall be in
              writing and signed by the Party claimed to have waived or
              consented. Any consent by any Party to, or waiver of a breach by
              the other, whether expressed or implied, shall not constitute
              consent to, waiver of, or excuse for any other different or
              subsequent breach.
            
 
            - 
              16.4. Complete Understanding: The Agreement contain the entire
              understanding of the Parties, and there are no other written or
              oral understandings or promises between the Parties with respect
              to the subject matter of the Agreement other than those contained
              or referenced in the Agreement.
            
 
            - 
              16.5. Force Majeure: We shall not be liable for any downtime or
              delay or unavailability of the App caused by circumstances beyond
              Our reasonable control, including without limitation, acts of God,
              acts of government, floods, fires, earthquakes, civil unrest, acts
              of terror, strikes or other labor problems, Internet service
              provider failures or delays, or denial of service attacks.
            
 
            - 
              16.6. Advice of Counsel: Each Party acknowledges: (a) having fully
              read the Agreement in its entirety; (b) having had full
              opportunity to study and review the Agreement.
            
 
            - 
              16.7. Assignment: You may not assign or sub-license, without Our
              prior written consent, the rights, duties, or obligations under
              this Agreement, in whole or in part, to any person or entity.
            
 
            - 
              16.8. Conflict: In the event there is any conflict between the
              terms set out in these Terms and Conditions, the RxSling Privacy
              Policy, the My Show & Tell Terms and Conditions, the My Show
              & Tell Privacy Policy, and any other policies applicable to
              specific pages of the App, the following order of prevalence shall
              apply: (i) the Privacy Policy (ii) these Terms and Conditions,
              (iii) the My Show & Tell Terms and Conditions, (iv) the My
              Show & Tell Privacy Policy, and (v) any other policies
              applicable to specific pages of the App.
            
 
            - Version  1.0.1
 
            - Last updated on:  May 13, 2020