Terms of Service
Last updated: [Effective Date]
Template for legal review
This document is a drafting template, not a lawyer-vetted agreement. Have it reviewed by qualified legal counsel — for Ethiopia, counsel familiar with the 2024 Personal Data Protection Proclamation and Ministry of Health rules — before relying on it.
These Terms of Service (“Terms”) are an agreement between Atlas and [Hospital Name](“the Provider”) governing the Provider's access to and use of the Atlas electronic health record platform (“Atlas” or “the Service”). By signing an order form, provisioning a workspace, or using the Service, the Provider agrees to these Terms and to the Privacy Policy and Data Processing Agreement, which are incorporated by reference.
1. Definitions
- “Atlas” means the vendor operating the platform described in these Terms.
- “Provider” means the hospital, clinic, or health network that has contracted for a workspace — [Hospital Name].
- “Authorized User” means clinical or administrative staff the Provider has granted an account.
- “Patient Data”means protected health information and other patient records entered into or generated by the Service on the Provider's behalf.
- “Offline Client”means the installable desktop application that charts locally against an encrypted device database and syncs to the Provider's workspace when connectivity is available.
2. Acceptance and accounts
Access is provisioned per Authorized User. The Provider is responsible for issuing and revoking accounts, assigning roles, and ensuring each Authorized User keeps their credentials confidential. The Provider must notify Atlas of any suspected unauthorized access to the workspace without undue delay.
3. The service
Atlas is a multi-tenant hospital EHR covering registration, scheduling, encounters, inpatient wards, emergency, theatre, maternity, pharmacy, labs, imaging, billing, referrals, and clinical documents, plus an offline-capable client for use during network outages. Atlas hosts the Provider's workspace on the vendor's own infrastructure under the terms of the Data Processing Agreement. Atlas may add, change, or retire features as the platform evolves, and will give reasonable notice before removing a feature the Provider actively relies on.
4. Acceptable use
The Provider will ensure that Authorized Users:
- access Patient Data only for a legitimate treatment, payment, or operations purpose;
- use the minimum information necessary for their role, and never share credentials;
- do not attempt to bypass access controls, tenant isolation, or audit logging; and
- do not use the Service to store or process data unrelated to the Provider's healthcare operations.
5. The Provider's responsibilities
As between the parties, the Provider is the data controller for Patient Data: it decides what is collected, who may access it, and how long it is retained, and it is responsible for the lawfulness of that processing under applicable law (including patient consent where required). The Provider is responsible for the accuracy of data it enters, for its own network and device security outside the Atlas platform, and for training its staff on acceptable use. Atlas processes Patient Data only on the Provider's documented instructions, as detailed in the DPA.
6. Clinical disclaimer
Atlas is a record-keeping and workflow tool. Clinical decision-support features (such as drug–allergy and interaction checks) are advisory and non-exhaustive. They do not replace professional clinical judgment, and the treating clinician remains solely responsible for all care decisions.
7. Availability and support
Atlas targets high availability and works to keep the platform reachable and responsive, and to respond promptly to reported outages and security issues — but the Service is provided without a guarantee of uninterrupted access, and these Terms do not create a committed uptime percentage or penalty credits unless a separate signed order form or support schedule says otherwise. The Offline Client is designed so clinical charting can continue through a connectivity outage and sync once it returns; it is not a substitute for the Provider's own power and device-maintenance planning.
8. Fees and payment
Fees, billing cycle, and accepted payment methods (including ETB invoicing and mobile-money channels such as telebirr) are set out in the Provider's order form. Fees are non-refundable except as required by law or expressly agreed in writing.
9. Intellectual property
The Atlas software, documentation, and branding are the property of Atlas and its licensors; nothing here transfers ownership of them to the Provider. Patient Data and other content the Provider enters remain the Provider's property. Atlas is granted only the rights needed to host, process, and support that data under these Terms and the DPA.
10. Confidentiality
Each party will protect the other's confidential information (including Patient Data, non-public pricing, and security practices) with at least the same care it uses for its own confidential information of similar sensitivity, and will use it only to perform under these Terms.
11. Limitation of liability
To the maximum extent permitted by law, the Service is provided “as is,” Atlas disclaims implied warranties, and neither party is liable for indirect, incidental, or consequential damages. Each party's total liability arising from these Terms is capped at the fees paid or payable by the Provider in the twelve (12) months preceding the claim, except for liability that cannot be limited by law (such as confidentiality breaches involving Patient Data, gross negligence, or willful misconduct) — the exact carve-outs and cap should be confirmed in the signed order form.
12. Term and termination
These Terms remain in effect for the subscription term stated in the order form and renew as agreed there. Either party may terminate for the other's uncured material breach on written notice. On termination, the Provider's access ends and Patient Data is returned or deleted per the return/deletion terms in the DPA.
13. Governing law and disputes
These Terms are governed by the laws of [Governing jurisdiction — expected: Federal Democratic Republic of Ethiopia], without regard to conflict-of-law rules. The parties will attempt to resolve disputes in good faith before pursuing formal proceedings; venue and any arbitration mechanism should be specified here once confirmed by counsel.
14. Changes to these terms
Atlas may update these Terms from time to time. Material changes will be communicated to the Provider in advance of taking effect; continued use of the Service after the effective date constitutes acceptance.
15. Contact
Questions about these Terms should be directed to your Atlas account representative or to your Atlas workspace administrator.
