Draft for legal review, not yet in force.

Practitioner agreement

Astitva for Practitioners, a product of Velcro Ventures OPC Private Limited
Last updated: [date of publication]

This agreement is between you, the practitioner, and Velcro Ventures OPC Private Limited ("we", "us"), registered at [registered address]. It covers applying to Astitva, giving sessions through it, and being paid for them. The practitioner privacy policy is part of this agreement.

You agree to it when you tick the box before you send your application. We record the time you agreed. If you do not agree, please do not apply.

1. You practise; we run the platform

• You are an independent practitioner. You are not our employee, agent or partner. The session is yours: your judgement, the care you give, your records and your conduct are your responsibility.
• We run the platform. Astitva lists you, takes bookings, collects each session's price from the patient on your behalf, carries the video call, and pays you. We do not supervise sessions, and we do not give medical advice. [for the lawyer: Astitva as an aggregator and an e-commerce operator, with the practitioner supplying the session to the patient. Confirm the duties this brings under the Consumer Protection (E-Commerce) Rules 2020 and the Telemedicine Practice Guidelines 2020, and our position as an intermediary under the Information Technology Act 2000.]
• Patients agree to their own terms of use with us, which say that the practitioner provides the session and is responsible for the care they give.

2. Who can practise, and how we check you

• Three kinds of practitioner: clinical psychologists registered with the Rehabilitation Council of India; counsellors; and doctors registered with the National Medical Commission or a State Medical Council. [for the lawyer: counsellors have no statutory register; confirm what we must check, and what their profiles must say.]
• What you send: your legal name as it is on your ID, your mobile number, your qualification, your registration number (clinical psychologists and doctors), the languages you work in, what you help with and a short bio; your government ID and a photograph of you; your registration certificate (clinical psychologists and doctors) or your degree (counsellors); and your PAN and bank account, so you can be paid.
• What we check: a reviewer reads your documents, checks that the name on your ID is the name you gave and that the photograph is you, and checks your registration number against the official register in your name. For counsellors, we check that the degree is in counselling or psychology.
• What we decide: to verify you, to send your application back with a note saying what to change, or to reject it, with a note. We aim to decide within [proposed: 3 working days].
• Your registration. You must hold the registration your discipline needs for as long as you practise on Astitva, and tell us within a day if it lapses, is suspended, or has conditions put on it. We may check it again at any time. [for the lawyer]
• Your profile. Patients see your name, photograph, discipline, qualification, registration, languages, what you help with, your bio, and the price and length of your sessions. You can change what you help with, your bio, your languages and your photograph under You; a new photograph waits for a reviewer. Your name, discipline and registration change only through a new review.

3. Pausing your account

• When. We may pause your account, with a note saying why, if your registration lapses or cannot be confirmed, while we look into a serious complaint about you, if you break this agreement, or when the law requires it. [for the lawyer: the grounds, and any notice before a pause.]
• What a pause does. Patients can no longer find you or book you, and your open times are hidden. When you open the app, you see the note instead of your sessions. You cannot change your bank details while you are paused.
• What it does not do. Sessions already booked with you are not cancelled, and the money you earn is paid as usual. [for the lawyer: decide whether a pause should cancel, and refund, the sessions already booked. Today it does not, and their patients are not told.]
• Lifting it. We may lift a pause. Your profile, your price and your hours then come back.

4. The price

• Astitva sets the price and length of your sessions. Each kind of practitioner has one price and one length. Today they are: clinical psychologists, ₹1,500 for 50 minutes; counsellors, ₹1,000 for 50 minutes; doctors, ₹1,200 for 30 minutes [to confirm at launch]. We may set a different price or length for you.
• You cannot change the price in the app. It is on your profile, and patients see it before they book.
• A booking keeps the price it was booked at. A change of price applies only to bookings made after it.

5. What you receive: commission, GST and tax deducted at source

• The patient pays the price of the session to us, through Razorpay, on your behalf.
• From each session's price we keep:
  1. our commission: 30 percent of the price;
  2. GST at 18 percent on our commission, which we pay to the government;
  3. tax deducted at source (TDS), when it applies (below).
• The rest is yours. For a session of ₹1,500: our commission is ₹450, the GST on it is ₹81, and you receive ₹969. When TDS applies, ₹1.50 more is deducted, and you receive ₹967.50.
• Each session in Earnings shows its price, our commission, the GST on it, the TDS and what you receive.
• TDS. Under section 194-O of the Income Tax Act 1961, we deduct 0.1 percent of a session's price when the prices of your sessions booked in the financial year (April to March), counted as each is booked, pass ₹5 lakh: from the session that takes the total past ₹5 lakh, and from every session after it that year. We also deduct it from every session while we do not have your PAN. We pay what we deduct to the government, and it counts towards your own tax. [for the lawyer and the CA: section 194-O or section 194J; the rate when there is no PAN, which section 206AA may set higher; and the TDS certificates, which the app does not produce yet.]
• Your own taxes and registrations are yours: your income tax, and GST if you are registered for it. [for the lawyer and the CA: tax collected at source under section 52 of the CGST Act, if a GST-registered practitioner joins.]
• Changes. We may change the commission, or how GST is charged on it, by telling you [proposed: at least 30 days] before. A change applies only to bookings made after it takes effect.

6. When you are paid

• The hold. After a session ends, what you receive for it is held for 24 hours. In that time you or the patient can raise a concern about the session (section 9).
• Ready to be paid. When the hold ends with no concern open, what you receive is ready to be paid. We pay everything that is ready into your bank account by bank transfer [proposed: once a week, on Monday].
• A concern stops this until we have decided it.
• Your bank details. To be paid, you give us your PAN, your bank account number, the IFSC and the name on the account, in the app. We keep them so that we can pay you; the practitioner privacy policy says how they are kept and who can open them. You must keep them right: we pay into the account you gave us. When we pay you, we check that the name our bank shows for the account is yours, and we may ask you to check your details. Until you have saved them again, what you have earned waits for you, and none of it is lost. You cannot change your bank details while a payout to you is being paid.
• If your bank sends a transfer back, we tell you, and we send it again once your details are right.
• Each payout is in Earnings: the day it was paid, the amount, the sessions it covers and our bank's reference for it.
• Between the patient's payment and your payout, the money is with us, held for you. You are never paid by a patient directly. [for the lawyer: the patient's payment reaches our own bank account through Razorpay, and we pay the practitioner's share from it by bank transfer within a week. Say what this agreement must say about the money while we hold it for her, whether it should sit in a bank account apart from the company's own, and confirm the structure under the Reserve Bank's Payment Aggregator Directions 2025.]

7. Your hours and your bookings

• You set the hours you work each week and your days off in the Diary. The app makes the times patients can book from them, sessions of your length one after another, up to 21 days ahead and never less than 2 hours away.
• Changing your hours, or adding a day off, never cancels a session already booked.
• A patient's booking holds its time for 15 minutes while she pays. It is confirmed, and you are told, once her payment comes through. A hold she does not pay for ends on its own, and the time opens again.

8. Cancellations, late cancellations and no-shows

• The patient cancels 12 hours or more before the start. She is refunded in full, the time opens again, you are told, and you are not paid for it.
• The patient cancels less than 12 hours before the start. She is not refunded. You are told, you are paid what you receive, as if the session had happened, and the time stays taken. [for the lawyer: the Consumer Protection (E-Commerce) Rules 2020, rule 4(8), on cancellation charges.]
• The patient does not come. You can mark it as a no-show in the app after the session's end time. She is told, and can raise a concern (section 9). Either way, you are paid as if the session had happened.
• You cancel. You can cancel a booked session at any time before it starts. The patient is refunded in full and told, and you are not paid for it. Please cancel as early as you can. [proposed: we may pause the account of a practitioner who cancels often, or cancels late.]
• Once a session has started, it cannot be cancelled. A session that did not happen is a no-show or a concern.
• You do not come. The patient can raise a concern. If we find that you did not come, she is refunded in full and you are not paid for the session.

9. Concerns about a session

• Who and when. You or the patient can raise a concern about a session from its start until 24 hours after it ends, while what you receive for it is still held. One concern can be open for a session at a time.
• Why. Someone did not come; it was not the session that was agreed; the call did not work; or something else. You say what happened in your own words. If the call does not work for you, Could not connect in the app raises a concern for you.
• The answer. The other side can answer the concern once.
• How we decide. The people at Astitva who handle payments read what each of you wrote and look at when each of you joined and left the call. We then decide one of three things:
  1. you are paid in full;
  2. the patient is refunded in full, and you are not paid;
  3. the price is split: you are paid part of what you receive, the patient is refunded the rest, and our commission and the GST on it are reduced in the same proportion.
• We aim to decide within a day [proposed]. We tell you both what we decided. Our own notes on a concern stay with us.
• Each of you sees what the other wrote, never the other's account.
• If you disagree with what we decided, write to our grievance officer (section 17). [for the lawyer: whether our decision is final between us, and what the practitioner can still do.]

10. Sessions

• Sessions are video calls inside the app, carried by 100ms. Neither Astitva nor 100ms records them. [for the lawyer: this rests on the settings of our 100ms account, where recording is switched off; the app itself records nothing.]
• You can join from 15 minutes before the start until the end. The app blocks screenshots while a call is on.
• Be on time, and join from a private place where nobody can overhear the patient.
• The patient may turn her camera off, or talk by voice alone. Respect her choice.
• We keep when each of you joined and left the call, with the booking, to settle concerns.

11. What you see of a patient, and confidentiality

• What you see. The name she gives for the session, which may not be her full name, her age on the day she booked, her gender, and what she chooses to tell you. You never see her email address, her phone number, her account, or anything she keeps in the Astitva app.
• Confidentiality. What a patient tells you, and the fact that she saw you, are confidential. Do not share them, record them, or use them for anything but her care and the records your profession requires, unless she agrees or the law requires it. This lasts after a session, and after this agreement ends.
• Your records. Any clinical notes you keep are yours to keep, as the rules of your profession require. Astitva has no place for them and never sees them. You are responsible for them, and for giving a patient her records when the rules of your profession say you must. [for the lawyer: the Indian Medical Council (Professional Conduct, Etiquette and Ethics) Regulations 2002, 1.3.2, and the patient app's line that she will not see the practitioner's note. The practitioner is her own data fiduciary for these records.]
• Who she is. [for the lawyer: the Telemedicine Practice Guidelines 2020 ask a doctor to confirm the patient's identity and age. The app gives only what she types, her age from her profile, and her gender.]

12. How you practise on Astitva

• Keep contact inside Astitva. Do not give a patient your phone number, email address or other contact details, ask for hers, or move her care to another app or service, while she books you through Astitva. [for the lawyer: the draft in-app terms asked this, and the practitioners design leaves the code of conduct to the lawyer; confirm it is reasonable and enforceable, and for how long it should last.]
• Take no payment outside Astitva for a session booked through it.
• Make no promises of an outcome, such as a pregnancy or a result.
• Prescribe nothing through Astitva. The app has no way to prescribe. [for the lawyer: the Telemedicine Practice Guidelines let a registered doctor prescribe in a teleconsultation; say whether doctors on Astitva may, and how.]
• Treat every patient with respect. No discrimination, harassment, or romantic or sexual contact.
• If a patient may be in danger. Astitva is not an emergency service. Tell her to call 112 in an emergency, or Tele-MANAS on 14416 or 1-800-891-4416, and tell us at once by raising a concern or writing to us. [for the lawyer: the draft in-app terms referred to an escalation protocol that practitioners sign. None is written yet.]
• Be yourself. Give true information, keep your account to yourself, and never let anyone else give a session in your name.

13. Closing your account

• You can delete your account in the app at any time, whatever stage you are at: under You once you are verified, and until then, or while your account is paused, at the bottom of the screen the app opens on.
• The app asks you to wait while: sessions booked with you have not happened yet, including a session a patient cancelled late, because you will be paid for it; a concern about one of your sessions is still open; or some of what you have earned has not been paid out.
• When your account is deleted, patients can no longer find you or book you. What is deleted and what the law makes us keep, and for how long, is in the practitioner privacy policy.
• Deleting your account deletes your bank details. If a payout we sent comes back from your bank after you delete your account, we write to you at your email address to pay you another way. [for the lawyer: this uses the email address kept in the 180-day record, and nothing else of it. After 180 days we no longer have it. Say whether this use is allowed, and what we must do with money we cannot pay.]

14. Ending this agreement

• You can stop taking bookings at any time by clearing your hours in the Diary, and end this agreement by closing your account (section 13).
• We can end this agreement by telling you [proposed: at least 7 days] before, or at once if you seriously break it, if your registration lapses, or when the law requires it.
• Sessions already booked when it ends are [proposed: given as booked, or cancelled with a full refund to the patient].
• What you have earned is paid on the usual schedule. Sections 5, 6, 9, 11 and 15 to 17 continue after this agreement ends.

15. Responsibility and liability

• You are responsible for the care you give, for your professional conduct and for your records. [for the lawyer: an indemnity from the practitioner for claims arising from her care, and whether to require professional indemnity insurance.]
• We are responsible for running the platform with care, checking practitioners before we list them, and handling payments and concerns as this agreement says.
• We are not responsible for loss we could not reasonably have foreseen, or for problems caused by events outside our reasonable control, such as a failure of Razorpay, 100ms or the internet.
• If we are responsible for a loss, our total liability to you is limited to [proposed: the commission we earned from your sessions in the 12 months before the claim].
• Nothing in this agreement limits a liability that the law does not allow to be limited.

16. Changes to this agreement

We may change this agreement. When we do, we change the date at the top and tell you [proposed: at least 30 days] before the change takes effect, unless the law requires a change sooner. If you do not agree, you can stop taking bookings and close your account before it takes effect. [for the lawyer: how agreement to a changed version is recorded. The app records the time you agreed and each tick and untick of the box, with no version of the pages, and has no way yet to ask you to agree again.]

17. Law, disputes and contact

• This agreement is governed by the laws of India, and the courts at [city] have jurisdiction.
• Before going to court, please write to our grievance officer. Most problems can be put right that way.
• Grievance officer: [grievance officer's name], [designation], [grievance email], [phone number].
• Email: [contact email]
• Velcro Ventures OPC Private Limited, [registered address]