GoodX Contract Terms & Conditions

GoodX General Terms and Conditions, Policies and Standard Operating Procedures

Definitions for words and phrases used in the GoodX Software & Switching Standard Licence Agreement and the General Terms and Conditions and Policies and Standard Operating Procedures

Unless the contrary is clearly indicated, the following words and/or phrases shall have the following meaning:

“Agreement” shall mean this written document together with all written appendices, annexures, or amendments attached to it from time to time;

“Client Information” shall mean all information of the Client contained in this agreement and all other information which is necessary for GoodX to be able to install and maintain the program successfully for the Client and information which GoodX will have sight of;

“Cloud” shall mean a private network of remote servers accessible via the Internet to store, manage, and process data;

“Commencement Date” shall mean the date on which the GoodX Software & Switching  Standard Licence Agreement is signed by the Parties;

“Confidential Information” shall mean any information of whatever nature, which has been or may be obtained by either of the Parties from the other relating to the GoodX Software, whether in writing or in electronic form or pursuant to discussions between the Parties, or which can be obtained by examination, visual inspection or analysis; as well as any dispute between the Parties resulting from this Agreement;

The Client qualifies as a “Consumer” in terms of the Consumer Protection Act 68 of 2008 if it is a company, a close corporation, a partnership, an association or a trust whose asset value or annual turnover is less than R2 million or if he or she is a natural person who conducts the practice on his or her own, irrespective of his or her asset value or annual turnover. In what follows “Section” refers to a section of the aforesaid Act.

“Copyright” shall mean all rights of Copyright whether existing now or in the future in and to GoodX Software;

“Data” shall mean any data, including personal information as defined in the Protection of Personal Information Act No 4 of 2013, the Electronic Communications and Transactions Act, 2002 and/or any equivalent legislation of the jurisdiction(s) where the obligations in terms of the Agreement  are being provided and/or performed, supplied to GoodX by the Client or Processed on behalf of the Client by GoodX.

“Data Protection Laws” means:

relating to the use and protection of Data.

“Destination” shall mean any destination serviced by GoodX, inter alia, medical schemes and/or administrators, financial institutions, healthcare insurers, government departments and other funders of healthcare services and, if applicable, includes intermediaries who perform claims evaluation services on behalf of destinations;

“Entity” means a business unit/practice embedded within an Install and which is usually associated with a billing practice number;

“Feedback report” means an electronic response report which sets out the details of each transaction received by GoodX from a Destination;

“General Terms, Conditions and Policies” shall mean the general terms, conditions and policies as published on the GoodX website and forming part of the Agreement as if specifically forming part of the Agreement as if reproduced specifically in the Agreement;

“GoodX Switch” shall mean the electronic claims management and submission system as powered by Quant Engineering Solutions (Pty) Ltd that facilitates the transportation of electronic data between the Client and the medical aid;

“GoodX Software” shall mean computer application software developed by GoodX and which is known to the Parties as “GoodX Software”, including, without limiting the generality of the a foregoing, presently available and future Updates, Modifications and Upgrades thereto and any documentation associated with GoodX Software, including user manuals, whether incorporated in humanly intelligible media or not;

“GoodX’s Standard Hours” shall mean 08h00 to 16h30 on all days excluding Saturdays, Sundays and public holidays;

“Install” means the software components copied to and configured on a computer(s) , the cloud or website to make possible the setup and use of at least one Entity or multiple Entities through workstations, cloud servers,  on-site servers or the web;

“Intellectual Property Rights” shall mean all present and future rights in the Software and other rights which may in the future be based thereon, including but not limited to Copyright;

“Licence” shall mean a limited, non-transferable and non-exclusive right granted to the Client to use the GoodX Software;

“Licence and Switching Fee” shall mean the fees as agreed upon in this agreement and thereafter any yearly increased fee as unilaterally set by GoodX as described in this Agreement;

“Location” shall mean the physical address or main place of business of the Client as described in this agreement as well as any other service centre of the Client;

“Modifications” shall mean changes, improvements or customisation of or to the GoodX Software which may be required to adapt the GoodX Software to the requirements of the Client;

“Parties” shall mean both GoodX and the Client;

“Process” shall have the meaning ascribed to it in Chapter 1 the Protection of Personal Information Act No 4 of 2013 as amended and “Processing” shall have a corresponding meaning.

“Short Message Service” or “SMS” – a 160-character text message that is sent to a cellular phone from GoodX Software.

“SMS Service” – The method of sending SMS messages through GoodX Software;

“Standard Operating Procedures” shall mean the Standard operating procedures as published on the GoodX website and forming part of the Agreement as if specifically forming part of the Agreement as if reproduced specifically in the Agreement;

“System” shall mean the Client’s complete computer system, incorporating both computer hardware and computer software;

“Transaction” shall mean an electronic message and reply, relating to a single patient on a single occasion, which message and reply contain structured data in plain or encrypted language prepared in a format specified for intended transmission from computer to computer;

“Updates” shall mean minor changes or improvements to the GoodX Software which relate to or affect the operating performance of the GoodX Software or an aspect of the GoodX Software, but which do not change the basic operation or functioning of the GoodX Software.

“Upgrades” shall mean significant changes to the GoodX Software resulting in the addition of a feature or capability not present in the GoodX Software prior to the introduction of the changes as well as any changes to the GoodX Software designed to permit the use of the GoodX Software on hardware and/or in conjunction with Operating System Software other than that for which the GoodX Software was initially designed;

“Use” shall mean that the Client is entitled to allow the GoodX Software to operate for the benefit of the Client at the Location on the Client’s own internal operating systems or central processors or on the GoodX Cloud and in accordance with the user restrictions that the Client implements.

 

Nature of GoodX Licence

The Client shall not have the right to sub-Licence, cede, assign, delegate or otherwise transfer the Software in any way, either in whole or in part, to any third party and shall not copy nor permit any party to copy the GoodX Software.

The Licence will ipso facto lapse if the Client fails to pay the Licence and/or Switching fees within 30 days of the Licence and/or Switching fees being due and payable and refuses to remedy the failure after three day’s written notice to the client. In such event the Client will have to apply for a new Licence and pay the applicable fees upon quotation.

The Client shall not modify, decompile, disassemble or otherwise reverse-engineer the GoodX Software, or attempt to do any of these.

The Client shall allow GoodX, upon reasonable notice, access to its premises to audit the Client’s compliance with the Agreement. Such audits shall be conducted by GoodX in accordance with the Client’s confidentiality, internal security, information security and data protection policies and procedures, as amended from time to time, and in such a manner as not to substantially interfere with the Client’s normal conduct of business.

Rights and obligations of GoodX or its accredited Agent

GoodX, or its accredited Agent designated to service the Client, shall within a reasonable time after the commencement of this agreement and full and final payment of the installation fee and initial on-site training costs (if applicable), install the GoodX Software via remote connection.

Additional Entities required by the Client from time to time will be installed within a reasonable time and maintained upon receipt of a signed quotation and completed information form as required by GoodX for the installation of the Entity.

GoodX will, for the duration of this Licence Agreement, maintain the GoodX Software. This obligation is limited to the examination and testing of the GoodX Software and effecting adjustments thereto necessitated by the normal use of the software within the medical industry.

GoodX will have rights of access to the server(s) and / or computers of the Client directly on-site or via internet in order to assist the Client with maintenance or other support, subject to the Client’s confidentiality, information security and data protection policies, as may be amended from time to time and communicated to GoodX in writing.

Medical aid data updates can be purchased directly from Medprax and the Client is liable for its own Medprax updates unless the Client’s Install is hosted on the GoodX Cloud or the Client uses the GoodX Web App.

Medicine and material data updates can be purchased directly from Medprax or iQest. and the Client is liable for its own Medprax or iQest updates unless the Client’s Install is hosted on the GoodX Cloud or the Client uses the GoodX Web App.

Clients contracted to the National Hospital Network (NHN) will only receive the NHN price files upon confirmation from NHN to GoodX that the Client is authorised to receive the new price files.

Rights and obligations of the Client

The Client will have the right to use the program as long as the terms and conditions of this agreement are adhered to. The Client will remain the sole owner of the data. GoodX will not partake in any dispute between Entities about ownership of data.

The Client shall be fully responsible for the supervision, use, care and control of the GoodX Software, including operating procedures of the Client and medical fees. The GoodX Software shall be used on a computer system that complies with the minimum specifications as determined by GoodX from time to time.

All persons attached to the Client, who will be using the GoodX Software at the Location, shall undergo initial fundamental user training at the training centre of the Client or by way of training webinars. If training is to be conducted at the location of the Client, the Client will be held liable for the fees as agreed to herein.

The Client undertakes to fully utilize the online Learning Centre’s user manuals and practice management guidelines to ensure optimal use and functioning of the GoodX Software.

The Client shall notify GoodX in writing:

If the Client’s Install and data is not hosted on the GoodX Cloud, the Client shall at all times maintain a full set of current backup data and GoodX shall not be liable for any loss or damage arising from the loss of data due to backup software error, backup hardware error, server software error, user error, or any other cause. The Client undertakes to perform routine tests of the file restore features and be familiar with the complete operation of the backup software before an emergency situation arises.

Confidentiality & Data Protection

The Parties shall hold in confidence all Confidential Information received from each other and not divulge the Confidential Information to any person, including any of its employees, save for employees directly involved with the execution of this Agreement. The Parties shall prevent disclosure of the Confidential Information, except as may be required by law.

The Client hereby authorises GoodX to use any data on the Client’s system for purposes of industry research and training, provided that the data must be de-personalised.

The parties acknowledge and agree that all Data provided by the Client to GoodX, or to which the GoodX may be exposed, shall constitute Confidential Information.

GoodX hereby warrants, represents and undertakes in favour of the Client that it shall at all times strictly comply with all applicable Data Protection Laws which may be in force from time to time.

GoodX hereby warrants, represents and undertakes that it shall not, at any time Process Data for any purpose other than with the express prior written consent of the Client, and to the extent necessary to provide the Software, Switch and Support Services.

GoodX further warrants, represents and undertakes that it shall ensure that all its systems and operations which it uses to provide the Software, Switch and Support Services including all systems on which Data is Processed as part of providing the Software, Switch and Support Services, shall at all times be of a minimum standard required by all applicable Data Protection Laws and be of a standard no less than the standards which are in compliance with the best industry practice for the protection, control and use of Data.

GoodX shall take appropriate and reasonable technical and organisational measures to prevent the loss of, damage to or unauthorised destruction of Data and the unlawful access to or Processing of Data. The measures taken must at all times be of a minimum standard required by all applicable Data Protection Laws and be of a standard no less than the standards which are in compliance with the best industry practice for the protection, control and use of Data.

GoodX shall take reasonable steps to identify all reasonably foreseeable internal and external risks posed to Data under GoodX’s possession or control and establish and maintain appropriate safeguards against any risks identified. GoodX shall notify the Client of any security compromises or suspected security compromises of which it becomes aware or suspects, immediately on becoming so aware or forming such a suspicion.

Cloud Security

In order to ensure that the Cloud remains available to all users, GoodX may monitor network traffic to identify unauthorised attempts to upload or change information or to otherwise cause damage to the Cloud. The Client expressly consents to such monitoring, subject to GoodX complying with the Client’s information security, privacy and data confidentiality policies.

Unauthorised attempts to modify, alter, deface, destroy or corrupt any information stored on the Cloud, to defeat or circumvent any security features, to probe, scan or test for vulnerabilities, to breach security or authentication measures, to forge TCP/IP headers, to install or attempt to install unauthorised software, to mount Denial of Service attacks or to utilise this system for other than its intended purposes are expressly prohibited and may result in criminal prosecution.

Any possible criminal activity will be reported, together with any evidence which may be gathered, to the appropriate authorities.

 

Procedure for installation of GoodX Software

To enable GoodX to successfully install the GoodX Software, the Client needs to provide GoodX in writing with all information requested together with copies of supporting documents as required by GoodX at least four days before the planned installation, lacking which the initial installation date will be postponed without prior notice.

No installation of the GoodX Software will proceed unless proof of payment of the initial installation fee has been received by GoodX.

After installation of the GoodX Software and training, the Client has to give notice of any problems encountered within seven days after the date of installation, after which period the Client is deemed to have accepted the installation of the GoodX Software as being complete and will be liable for the Licence fee as described in this Agreement.

If the Client has given notice in terms of clause 10.3 and GoodX has adjusted the installation, the Client is deemed to have accepted the installation of GoodX Software as being complete if no further notice is given as described in clause 10.3 within seven days of the adjustment.

 

GoodX Switch

The GoodX Switch shall:

 

The Client shall:

The Client is responsible to acquire and maintain, at its cost, its own hardware, software, server(s) and communications equipment required to connect to and access the services as well as its own security systems to ensure the integrity of its system.

Upon activation of the GoodX Switch, the Client will have access to all the switching features and access to and import of cardholder file information of the medical aids.

The Client shall take all steps necessary to procure that only the Client or the Client’s authorised representatives shall have access to the switching features and information as referred to in clause 14.5 above.  If for any reason any information becomes accessible to or falls into the possession of any unauthorised person, the Client shall immediately notify GoodX thereof, whereupon GoodX shall, at the Client’s cost, secure the information as soon as is reasonably possible.  The Client shall be liable for any loss, liability, damage or expense arising out of the unauthorised use of the switching features and indemnifies GoodX against any claims arising out of such unauthorised use.

The Client’s computer system shall comply with the minimum specifications as required by GoodX from time to time.

 

On site training

Should the Client obtain on-site training, the Client:

Electronic Remittance Advices (ERAs)

By completing the relevant documentation to have electronic remittance advices activated, the Client gives consent that Medical Aid Schemes or Administrators or other Destinations are authorised to supply GoodX with electronic remittance advices pertaining to their practice code numbering system (PCNS) number.

GoodX is responsible for the download of electronic remittance advice files into the relevant mailboxes for access by the Client. The Client is responsible for the download of the electronic remittance advice files from the mailboxes.

The Client shall only receive electronic remittance advices from Medical Aid Schemes and Administrators or other Destinations with electronic remittance advice capability, and shall cease to receive printed remittance advices from these Schemes or Companies.

Only Clients with the required electronic remittance advice capable software shall be able to receive electronic remittance advices.

 

SMS service and client acknowledgement

The Client shall restrict all SMS Messages to 160-characters. All SMS Messages submitted that are longer than 160-characters will be split into more SMS’s and each one will be payable separately.

The Client agrees to abide by all applicable local and international laws and regulations and is solely responsible for all acts or omissions that occur under his account or password, including the content transmissions through the SMS Service. The Client is responsible for the content and accuracy of any SMS sent on their account.

Sending of unsolicited advertising material, illegal content, unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature is not permitted and may, at the sole discretion of GoodX, result in the immediate termination of the SMS Service.

Any activity that GoodX believes could subject it to criminal liability or civil penalty or judgment will result in immediate termination of the SMS Service.

 

Support Services included in Licence Fees

GoodX shall with effect from the date of installation of the Software, render the following support services as part of the Software Licence Fee:

 

Procedure for requesting Support Services

The Client will, whenever it requires GoodX to perform Support Services, follow the procedure set out below:

GoodX shall not be required to provide Support Services unless requested to do so by the Client.

The Client shall furnish GoodX with details of the support request in writing via the communication method required by GoodX from time to time and communicated to the Client in writing or via telephonic request to the GoodX help desk.

GoodX’s personnel will endeavor to resolve the problem as soon as possible. Should GoodX’s personnel not be able to resolve the problem within a reasonable time, GoodX shall give the Client an estimate of how long a problem may take to resolve. GoodX shall keep the Client informed of the progress of the problem resolution.

The Client shall only be entitled to Support Service outside of GoodX’s Standard Hours, in the event where there is a complete failure of the GoodX Software.

 

Support Services excluded from Licence Fees

The following additional support and maintenance services are not covered by the Licence Fee and will be charged for upon written acceptance of quotations. These fees will be payable at the end of the month in which the services were rendered:

If GoodX is required to do any installation, support, maintenance or training at the Location, travelling costs and an hourly rate for work done;

The following training is excluded from the unlimited free foundational training:

Programming fees will be charged for any changes required by the Client in the software;

Yearly Price updates for custom prices and Year-end Procedures;

If GoodX system data is corrupted or lost due to hardware failure or other causes, GoodX will assist in recovery and repair of the data at an hourly rate.

Data import if data is provided in the format as required by GoodX;

The repair of software data corruption due to virus attack, Client interference, Client generated errors, failure to do backups, failure to do month-end routines, ignoring error reports or allowing an inadequately trained operator to use the system;

Transfers of the GoodX Software from servers and/or computers to the Cloud as well as all Cloud Licence fees;

Extra installations of the Software on extra workstations or re-installations of the Software on the computers and/or servers of the Client after one month of the initial installation;

Upgrades;

New entities registered and installed or re-installed in the GoodX Software;

The cost incurred as a result of a request by the Client to attend to an apparent fault or the restoration of service apparently lost or impaired due to misuse, malicious damage, incorrect operation or negligence or the failure of lines or other equipment or apparatus either directly or indirectly connected to the equipment, whether due to the Client, its employees, agents, contractors, anyone on the Client’s premises or any other person or cause beyond the control of GoodX;

Support outside the GoodX Standard Hours.

 

Services not delivered by GoodX

The following services will not be performed by GoodX:

 

Cloud Clients:

Any device with an RDP client (non-printing) can be used to connect to the GoodX Cloud.

For printing, we suggest using Windows 7+, so that printers are automatically forwarded using easyprint or using TSprint ( 3rd party client that needs to be installed).

We recommend certain label printers but we will also perform tests on others if supplied, however with no guarantees.

Internet with good latency to goodcloud.dyndns.org is recommended. A good connection to the GoodX Cloud is the client’s responsibility.

Minimum screen resolution 1366 x 768. (1440 x 900 and up recommended).

Dentists who want to sync clinical information are not recommended to use the cloud because of the heavy media usage over internet lines.

 

Using the GoodX Web App:

Workstation(s)
ItemMinimumRecommended
CPUDual Core CPUIntel i5
RAM4 GB or less for non windows OSes8 GB
SSDN/ASSD (Preferably)
HDD OSAs required by OS and ChromeAs required by OS and Chrome
OSAny OS that fully supports Google Chrome BrowserAny OS that fully supports Google Chrome Browser
BrowserGoogle ChromeGoogle Chrome
NetworkingStable high speed internetLow latency (sub 50ms ping to local servers) and at least 4Mbit/s connection and 10MBit for large sites (more than 10 concurrent users)
Screen Resolution1366 x 768 / 10" tablet1400 x 900 / 10" tablet

 

Using the GoodX Desktop App:

ItemServer MinimumServer RecommendedWorkstation
Minimum
Workstation Recommended
CPUQuad Core CPUIntel i7Dual Core CPUIntel i5
RAM8GB16GB2GB RAM4GB RAM
SSD DATA128GB512GB Intel 530--
HDD OS1T1T1T1T
OSWin7/Server 2008Server 2008Win 7, 8, 10Win 7
Networking1 Gigabit1 Gigabit1 Gigabit1 Gigabit
Screen Resolution1366 x 7681440 x 9001366 x 7681920 x 1080

 

Fixed IP Address on the server if non-cloud

Please note: We require a wired/cabled network in order for GoodX Software to work. If you have a wireless network it could lead to data corruption.

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