General Terms and Conditions for Consultancy Services

1. Provider Identification
   Company: NexaCore Ltd.
   Register Nr: C112713
   VAT Nr: MT32113512
   Registered Address: NORTHLINK BUSINESS CENTRE LEVEL 2, Business Address Triq Burmarrad, Naxxar NXR 6345. Malta.
   Phone: +356 77605042
   Email (general): info@getnexacore.com
   These General Terms and Conditions (“Terms”) govern the provision of consultancy services by NexaCore Ltd. (“NexaCore”, “we”, “us”, “our”) to patients/consumers and to dentists/clinics and other professionals (collectively, “Client”, “you”).
   By booking, purchasing, or using our services, you agree to these Terms, our Privacy Policy, Cookie Policy, and any Service Schedule or booking confirmation that references these Terms.
2. Definitions
   Patient Consultancy: Remote dental consultancy provided by licensed dentists, including review of case history, radiographs, images, and anamnesis, and (where clinically justified) complementary professional opinion and recommendations.
   Professional Consultancy: Consultancy to dentists/clinics (e.g., case review for educational/professional purposes, strategic/operational advice, webinars).
   Deliverables: Any written notes, summaries, reports, recommendations, training materials, slides, or recordings provided by NexaCore.
   Consumer: A natural person acting for purposes outside their trade, business, craft or profession (EEA concept).
   Working Day: Monday–Friday excluding Maltese public holidays.
3. Scope of Services
   3.1 Patient Consultancy. Provided by properly qualified and licensed dentists in accordance with applicable professional rules. Services are not an emergency service and do not replace urgent care. We may recommend an in-person examination where appropriate.
   3.2 Professional Consultancy. May include strategic advice, education, clinical case discussion (usually anonymised), content and webinars. Unless explicitly stated, this is not patient-specific clinical care.
   3.3 No Guaranteed Outcome. Healthcare and business outcomes depend on multiple factors. We provide diligent, professional services but no guarantee of any particular outcome.
   • 3.4Nature of the Service
   • The services offered by NexaCore consist exclusively of consultancy and professional second opinions based on the information provided by the user.
   • These services do not constitute a definitive clinical diagnosis, prescription, or medical treatment, and under no circumstances do they replace in-person care.
   • All information, assessments, or opinions provided are of an advisory and complementary nature. The final decision regarding diagnosis and treatment always rests with the patient’s treating dentist, who is the one directly familiar with their medical history and clinical situation.
4. Eligibility and Account
   4.1 Age & Capacity. Patient Consultancy is available only to persons 18+ with legal capacity. For minors, a parent/guardian must book, attend as required, and provide verifiable consent.
   4.2 Identity & Professional Status. We may request ID checks; for Professional Consultancy we may request proof of professional status (e.g., dental registration).
   4.3 Territorial Reach. Clients may be located in Malta or other EEA countries. Cross-border rules (telemedicine/professional practice) may apply—see Clause 10.
5. Booking, Onboarding and Information Submission
   5.1 Booking Process. Bookings are made via our website or through our team. A booking is confirmed only upon receipt of payment (unless otherwise agreed in writing) and email confirmation.
   5.2 Pre-Consultation Materials. You must provide accurate and complete data and materials within the timelines we specify (e.g., 48 hours before the session), including medical/dental history, medications, allergies, and radiographs/images in supported formats.
   5.3 Accuracy & Currency. You warrant all information is true, accurate and current. For Patient Consultancy, incomplete or inaccurate information may constrain the clinical opinion.
   5.4 Third-Party Data. If you share data of a third party (e.g., a dentist sharing a patient case), you represent and warrant that you hold a valid legal basis (e.g., explicit consent) to share such data with us and to permit our processing—see Privacy Policy.
6. Prices, Taxes, Invoicing and Payment
   6.1 Prices. Prices are listed at booking or in our proposal and are in EUR unless stated otherwise.
   6.2 VAT. Maltese VAT applies where required by law. If reverse-charge or VAT exemptions apply, you must provide valid documentation.
   6.3 Payment Terms. Unless agreed otherwise, prepayment is required to secure a booking. Invoices, where applicable, state NexaCore Ltd., Register Nr C112713, VAT Nr MT32113512.
   6.4 Late Payment. For post-paid arrangements, late amounts may accrue interest at the maximum rate allowed by Maltese law and reasonable collection costs.
7. Scheduling, Rescheduling, Cancellations, and No-Shows
   7.1 Your Reschedule/Cancellation (Consumers): 48 hours before the session: Full refund or free reschedule.
   24–48 hours: 50% fee retained (or charged).
   <24 hours or no-show: 100% fee retained (or charged).
   7.2 Your Reschedule/Cancellation (Business Clients): Unless agreed otherwise in a Statement of Work, the same rules apply as 7.1.
   7.3 Our Reschedule/Cancellation. We may reschedule for legitimate reasons (e.g., clinician unavailability, force majeure). If we cancel, you may choose full refund or reschedule. Refunds are the sole remedy for cancellations by us, without prejudice to statutory rights.
   7.4 Delays. If you arrive late, the session may be shortened to respect subsequent bookings.

8. Deliverables and Timeframes
8.1 Timing. Where a written summary/report is part of the service, it is typically delivered within 7 Working Days unless otherwise agreed.
8.2 Nature. Deliverables for Patient Consultancy reflect the information available at the time and may include clinical opinions and recommendations, which may change after in-person examination or new information.
8.3 Professional Use. For Professional Consultancy, Deliverables are for education/professional development unless explicitly agreed as patient-specific care.

9. Consumer Right of Withdrawal (EEA)
9.1 Right and Period. EEA consumers who conclude a distance contract have a period of 14 calendar days to withdraw from the contract, starting from the date of its conclusion.

9.2 Exceptions/Consent to Early Performance. If you request the service to begin during the withdrawal period, you will be required to pay a proportionate amount for the services already provided up to the time of your withdrawal notice. If the service is fully performed within the withdrawal period with your prior express consent and acknowledgment of the loss of this right, you will no longer have a right of withdrawal.

9.3 How to Withdraw. You may send an email to info@getnexacore.com indicating your decision to withdraw (order number, name, address, date). You may also use the model withdrawal form available below, although this is not mandatory. We will confirm receipt of your request and will reimburse all payments received without undue delay and, in any case, within a maximum of 14 days from notification, using the same payment method employed in the original transaction, unless you have expressly agreed otherwise.

This clause does not limit any non-waivable rights to which you are entitled under European Union or Maltese law.

10. Patient Consultancy, Telehealth and Cross-Border Practice
10.1 Qualified Dentists. Patient Consultancy consists exclusively of professional advice and second opinions provided online by licensed dentists in good standing. It does not constitute a formal medical or dental act, diagnosis, or treatment.
10.2 Scope and Limitations. Remote consultancy has inherent limitations. Information provided is for guidance only and cannot replace a physical examination or necessary diagnostic tests. We may recommend an in-person evaluation.
10.3 Not an Emergency Service. Patient Consultancy is not suitable for emergencies. In case of emergency, call your local emergency number or seek immediate in-person care.
10.4 Cross-Border Considerations. Online consultancy may be subject to the rules of both Malta and the patient’s country of residence. Where local laws restrict or regulate cross-border second-opinion services, we will act in accordance with applicable requirements and may decline or limit services if required.
10.5 Prescriptions/Interventions. Patient Consultancy does not include the prescription of medicines or the direct performance of clinical interventions. If applicable, such services remain subject to the legal and professional rules of the relevant jurisdiction and may not be available remotely.
10.6 Minors & Vulnerable Adults. Additional safeguards apply; guardian attendance and consent may be required.

11. Client Responsibilities
11.1 Truthful Information. Provide accurate information and update changes promptly.
11.2 Technical Requirements. Ensure your device, connectivity, and environment support a private, safe session. We may refuse to proceed if conditions are unsuitable.
11.3 Recordings. You must not record sessions without our prior written consent. Where a recording is agreed, we will inform you and process any recording per our Privacy Policy.
11.4 Use of Deliverables. For Patient Consultancy, Deliverables are for your personal healthcare; for Professional Consultancy, for internal professional use unless a separate written licence permits broader use.

12. Intellectual Property
12.1 All copyrights and other intellectual property rights in work results, training materials, content, and the website shall remain exclusively with NexaCore or its respective licensors.

12.2 The Client is granted a simple, non-exclusive, non-transferable right of use, restricted to the contractual purpose. Any reproduction, publication, distribution, or other use beyond the agreed purpose is not permitted without NexaCore’s prior written consent.

12.3 The Client grants NexaCore a simple, non-transferable right of use, limited exclusively to the performance of the contract, with respect to materials provided by the Client.

13. Confidentiality
13.1 Mutual Duty. Each party must treat as confidential all non-public information received from the other party in connection with this Agreement (“Confidential Information”) and use it solely for the agreed purpose.
13.2 Exceptions. Confidential Information does not include information that is public, lawfully obtained from a third party, or independently developed without reference to the other party’s information.
13.3 Permitted Disclosures. Disclosure is permitted where required by law, court order, professional regulators, or to professional advisers bound by confidentiality.
13.4 Duration. The confidentiality obligations continue for 5 years after termination of this Agreement, unless mandatory law requires a longer period.

14. Data Protection
14.1 Compliance. We process personal data in accordance with the GDPR, Maltese law and our [Privacy Policy]. This includes information on purposes, legal bases (including explicit consent for health data where applicable), retention, rights of data subjects, and international transfers.
14.2 Roles. Unless otherwise stated, NexaCore acts as data controller in relation to personal data processed under this Agreement.
14.3 Security. We implement appropriate technical and organisational measures to protect personal data; however, no system can be guaranteed as completely secure.

15. Third-Party Tools and Services
15.1 Use of Third Parties. We may use secure third-party providers (including hosting, videoconferencing, messaging, analytics, and similar services). Their own terms of service and privacy policies apply to their services.
15.2 Responsibility. While we take reasonable care in selecting and monitoring such providers, NexaCore is not responsible for failures, interruptions, or data breaches attributable to third parties beyond our reasonable control.

16.Warranties and Liability

16.1 Non-Excludable Liability. Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law.

16.2 Patient Consultancy. Patient Consultancy consists exclusively of second-opinion advisory services. It does not replace an in-person examination or treatment and does not create liability equivalent to a treating dentist–patient relationship. Liability for advice is subject to applicable professional and legal rules and remains limited to the extent permitted by such law.

16.3 Other Services and Website Use. To the fullest extent permitted by law, NexaCore excludes implied warranties and limits its liability for non-consultancy services and for the use of its website to the fees actually paid by you for the affected service. Indirect or consequential damages (including loss of profits, data, or goodwill) are excluded. This does not affect mandatory consumer rights.

16.4 Reliance. Deliverables and website content are provided solely for the stated purposes. Any decisions should take into account your individual circumstances and, where relevant, an in-person professional assessment.

17. Indemnity
The Client shall indemnify and hold NexaCore harmless against any claim, damage, penalty, or expense (including reasonable legal fees) arising from: (a) breach of these Terms, (b) provision or unauthorised use of third-party data, or (c) misuse, unauthorised use, or redistribution of deliverables, except to the extent such damages are attributable to NexaCore.

18. Force Majeure
Neither party shall be liable for failures or delays caused by circumstances beyond its reasonable control (including, without limitation, technical failures, epidemics, natural disasters, or regulatory restrictions). Affected obligations shall be suspended for the duration of the force majeure event.

19. Changes to Services and to these Terms
We may update the services and these Terms for legal, technical, or commercial reasons. The current version is published on our website and, where possible, Clients will be notified in advance. Continued use constitutes acceptance of the changes. Mandatory consumer rights, including the right to terminate the contract in case of substantial modifications not accepted, remain unaffected.

20. Assignment and Subcontracting
NexaCore may assign or subcontract rights and obligations insofar as Client protections are not reduced. The Client may not assign its rights or obligations without prior written consent, except for rights that are mandatory under law.

21. Severability and No Waiver
The invalidity or unenforceability of any clause shall not affect the validity of the remaining provisions. Failure by either party to exercise a right or remedy at any given time shall not constitute a waiver, nor prevent its later exercise.

22. Governing Law and Jurisdiction
These Terms are governed by the laws of Malta and, subsidiarily, by European Union law. The courts of Malta shall have jurisdiction, without prejudice to the protection granted by mandatory consumer law in the Client’s country of habitual residence within the EEA.

23. Complaints and ADR/ODR
23.1 Complaints. Clients may address complaints to info@getnexacore.com or call +356 77605042. NexaCore will respond within a reasonable timeframe.
23.2 ODR/ADR. Consumers may use the European Online Dispute Resolution platform (https://ec.europa.eu/consumers/odr) and/or local Alternative Dispute Resolution bodies (ADR).

24. Language and Precedence
These Terms may be provided in multiple languages. In case of discrepancy, the English version shall prevail, unless mandatory consumer law provides otherwise.

Contact
NexaCore Ltd., NORTHLINK BUSINESS CENTRE LEVEL 2, Business Address Triq Burmarrad, Naxxar NXR 6345. Malta · info@getnexacore.com · +356 77605042.