Terms of Service (v1.1 – Enterprise-Safe)

Effective Date: 8 July 2025
Last Updated: 16 January 2026

Legal Entity: Vision Direct South East Asia Pte Ltd
UEN: 202104396C
(“PractoPal”, “we”, “our”, or “us”)

These Terms of Service (“Terms”) govern access to and use of the PractoPal platform, including any client-branded or white-labelled versions made available by our subscribing clients (e.g. optical retailers or clinics).

By accessing or using the PractoPal platform, you agree to be bound by these Terms and our Privacy Policy.

IMPORTANT NOTICE ON CONTRACT PRECEDENCE

If you are a subscribing client of PractoPal and have entered into a separate written SaaS Service Agreement with us, that Service Agreement shall prevail in the event of any inconsistency between these Terms and the Service Agreement.

1. Definitions

Client – An optical retailer or eye clinic that subscribes to the PractoPal platform.
Authorised Users – Individuals authorised by the Client to access the platform.
Customer Data – Data submitted, stored, or processed on the platform by or on behalf of the Client, including patient records, appointments, and transaction data.
Data Controller – The Client, who determines the purposes and means of processing Customer Data.
Data Processor – PractoPal, acting on documented instructions from the Client.
Anonymised Data – Data irreversibly de-identified such that individuals cannot be identified.

2. Scope of Services

PractoPal provides a cloud-based Software-as-a-Service (SaaS) platform for optical retailers and eye clinics, including modules such as patient management, appointment scheduling, inventory, POS, analytics, and client-branded applications.

You may be accessing a version branded or configured by a Client. PractoPal provides the underlying platform only.

3. Account Access & Responsibilities

Access is limited to Authorised Users approved by the Client.
You are responsible for safeguarding login credentials.
Any unauthorised access or suspected security incident must be reported promptly.

Clients are responsible for ensuring that their Authorised Users comply with these Terms.

4. Acceptable Use

You agree not to:

Use the platform for unlawful, harmful, or abusive purposes.
Attempt to gain unauthorised access, bypass controls, or reverse engineer the platform.
Use the platform to develop or support competing products or services.
Introduce malware, viruses, or malicious code.

We reserve the right to suspend access where misuse is detected.

5. Data Ownership & Data Protection

Clients retain full ownership of all Customer Data.
Clients act as Data Controllers.
PractoPal acts as a Data Processor and processes data only to provide the services.

We process personal data in accordance with:

The Personal Data Protection Act 2012 (Singapore) (“PDPA”)
Applicable contractual obligations
Reasonable administrative, technical, and organisational safeguards aligned with ISO/IEC 27001 principles

PractoPal may engage sub-processors subject to appropriate data protection and confidentiality obligations.

We may use anonymised and aggregated data for analytics, security monitoring, service improvement, and reporting.

6. Information Security

PractoPal maintains an information security management framework designed to protect:

Confidentiality
Integrity
Availability of systems and data

Security measures include access controls, logging, monitoring, incident response processes, and regular reviews. No system can be guaranteed to be completely secure.

7. Subscription, Fees & Billing

Subscription fees, billing cycles, implementation fees, and payment terms are governed exclusively by:

Your applicable quotation
Your signed Service Agreement (if any)

Unless expressly stated otherwise in writing, payments are non-refundable.

8. Platform Availability & Support

We aim to provide reliable platform availability and may perform planned or emergency maintenance.

Service levels, uptime commitments, response times, and support scope are governed by the applicable Service Agreement where one exists.

9. Third-Party Services

The platform may integrate with third-party services (e.g. payment processors, suppliers).

Use of third-party services is subject to their respective terms. PractoPal is not responsible for third-party systems, availability, or data handling outside our platform.

10. Intellectual Property

All intellectual property rights in the PractoPal platform, software, documentation, and underlying systems belong to PractoPal.

Client-provided branding, logos, and content remain the property of the Client.

Unless otherwise agreed in writing, all enhancements, configurations, and custom developments remain the property of PractoPal.

Feedback may be used to improve the platform without obligation.

11. Confidentiality

Each party agrees to maintain the confidentiality of proprietary and sensitive information obtained through the use of the platform.

Confidentiality obligations survive termination of access.

12. Termination & Data Access

PractoPal may suspend or terminate access for breach, misuse, or non-payment.

Upon termination, Clients may request export of Customer Data within 30 days, subject to contractual terms and applicable law.

13. Limitation of Liability

To the maximum extent permitted by law:

PractoPal is not liable for indirect, incidental, special, or consequential damages.
Total liability is limited to the fees paid in the preceding 12 months.

Liability exclusions, indemnities, and specific carve-outs are governed by the applicable Service Agreement where one exists.

14. Governing Law

These Terms are governed by the laws of Singapore.
The courts of Singapore shall have exclusive jurisdiction.

15. Contact Information

Vision Direct South East Asia Pte Ltd
60 Paya Lebar Road
#06-28 Paya Lebar Square
Singapore 409051
Email: [email protected]