Terms And CONDITIonS

1. Version control

Effective date: 03-03-2026

Last updated: 03-03-2026

These terms and conditions take effect on the effective date recorded above and remain in force until amended or replaced.

BioWell reserves the right to update or revise these terms and conditions from time to time in order to reflect changes in law, regulatory requirements, clinical practice standards, operational procedures, or platform functionality.

Previous versions may be retained for record-keeping and audit purposes.

Important: Access to the BioWell platform and participation in the programme is conditional upon electronic acceptance of this document on the platform.

2. The BioWell programme

BioWell provides a structured medical programme focused on metabolic regulation, weight management, and related health optimisation under the oversight of licensed healthcare practitioners.

The programme is delivered through a secure digital platform that facilitates medical consultations, clinical monitoring, prescription management, payment, collection agency and structured follow-up within a formal medical practice framework.

Participation in the programme requires engagement with qualified healthcare practitioners, disclosure of accurate medical information, adherence to prescribed treatment plans, and compliance with the terms set out in this agreement.

The BioWell programme is not a retail service, a product purchase arrangement, or a pharmaceutical sales platform. It is a regulated medical service designed to support structured, doctor-led metabolic care that may include pharmaceutical intervention, subject to the treating doctor’s discretion.

Before registering or proceeding with consultation, users are required to read these terms and conditions carefully to understand the nature of the services offered, the responsibilities of the parties involved, and the legal framework governing participation in the programme.

3. Legal status of this agreement

These terms and conditions constitute a legally binding agreement between the user and BioWell – the entity operating the BioWell platform and providing structured metabolic management programmes and relevant medical support.

By registering on the BioWell platform, providing electronic consent, scheduling a consultation, or participating in any component of the BioWell programme, the user enters into a binding contractual relationship governed by this agreement and by applicable South African law.

This agreement regulates the rights and obligations of the parties in relation to participation in the BioWell programme, use of the digital platform, payment of fees, and compliance with medical, legal, and regulatory requirements.

Where medical services are delivered by registered healthcare practitioners, those services are further governed by applicable professional rules, ethical standards, and statutory obligations. Nothing in this agreement limits or replaces the independent clinical responsibilities of such practitioners.

If a user does not agree to these terms and conditions, the user may not register for or participate in the BioWell programme.

4. Confirmation of acceptance and eligibility

Acceptance of these terms and conditions occurs when a user registers on the BioWell platform, provides electronic consent, books or attends a consultation, makes payment for services, or continues to use the platform after being presented with these terms.

By completing registration or proceeding with participation in the BioWell programme, the user confirms that they have read, understood, and agreed to be bound by this agreement.

The BioWell programme is available only to persons who are 18 years of age or older and who are legally capable of consenting to medical treatment under the laws of the Republic of South Africa.

By accepting these terms, the user warrants that they meet these eligibility requirements.

Continued access to or use of the BioWell platform after any amendment to these terms constitutes ongoing acceptance of the terms in force at that time.

Where a user does not meet the eligibility requirements or does not agree to these terms, the user cannot register for or participate in the BioWell programme.

5. Definitions and interpretation

For purposes of these terms and conditions, the following terms bear the meanings assigned to them below, unless the context indicates otherwise:

· “BioWell” means the entity operating the BioWell platform and providing structured metabolic management programme, practice management solutions, fee collection agent and support in accordance with applicable South African law.

· “Programme” means the structured metabolic and weight management services facilitated through the BioWell platform, including consultation, doctor-led assessment, personalised nutrition guidance, exercise planning, lifestyle modification, ongoing medical supervision, and prescription management where clinically indicated.

· “Platform” means the BioWell website and secure digital interface through which consultations, communication, administration, and related services are conducted.

· “User” means any person who registers on, accesses, or uses the BioWell platform.

· “Patient” means a user who receives or seeks to receive medical services through the BioWell programme.

· “Practitioner” means a healthcare professional registered with the Health Professions Council of South Africa or another applicable statutory council who provides medical services through the BioWell programme.

· “Pharmacy” means a compounding pharmacy licensed in terms of South African law that dispenses or compounds medication pursuant to a valid prescription issued by a registered practitioner.

· “Prescription” means a lawful medical prescription issued by a registered practitioner in accordance with applicable legislation and professional standards.

· “Prescription based metabolic therapy medicines” means treatment involving glucagon-like peptide-1 receptor agonists or related metabolic agents, where prescribed at the clinical discretion of a practitioner.

Unless otherwise indicated:

· Words importing the singular include the plural and vice versa.

· References to legislation include that legislation as amended, re-enacted, or replaced from time to time.

· Headings are included for convenience and do not affect interpretation.

Where a term is not defined in these terms and conditions but is defined in applicable legislation, that term bears the meaning assigned to it in the relevant legislation.

6. Digital health facilitation platform

BioWell operates a secure digital health platform designed to facilitate structured metabolic and weight management programmes delivered within a regulated medical framework.

The platform enables users to engage with registered healthcare practitioners for medical assessment, personalised nutrition and exercise planning, lifestyle guidance, clinical monitoring, and prescription management where clinically indicated.

BioWell provides the technological infrastructure through which consultations, communication, documentation, scheduling, payment and collection agency and administrative coordination are conducted. BioWell does not replace the clinical role of the practitioner and does not itself provide medical diagnoses independent of practitioner oversight.

The platform functions as a facilitation and practice management environment that supports the delivery of doctor-led care. All clinical decisions, including the initiation, continuation, modification, or discontinuation of treatment, remain within the independent professional judgement of the registered practitioner.

7. Independent healthcare practitioners

Medical services made available through the BioWell programme are provided by healthcare practitioners who are independently registered with the Health Professions Council of South Africa (HPCSA) or another applicable statutory council.

Each practitioner is responsible for their own clinical judgement, professional conduct, and compliance with applicable laws, ethical rules, and regulatory standards. Clinical assessments, diagnoses, treatment decisions, prescribing determinations, and decisions to initiate, modify, or discontinue treatment are made solely by the practitioner based on the information provided by the patient and the practitioner’s professional evaluation.

Participation in the programme does not create an entitlement to a particular medication, dosage, or clinical approach. No user may require a practitioner to prescribe medication or adopt a specific treatment plan. Where a practitioner determines that treatment is not clinically appropriate, the practitioner may decline to prescribe or may discontinue participation in the programme.

BioWell facilitates access to practitioners through its digital platform but does not interfere with, direct, or control clinical decision-making. The existence of the BioWell platform does not create an employment relationship between BioWell and any practitioner unless expressly stated in writing.

All medical care provided through the BioWell programme is delivered within the scope of the practitioner’s professional registration and competence. Healthcare practitioners consulting through the BioWell platform are compensated on a fixed consultation-fee basis.

8. Regulatory compliance and professional oversight

Practitioners remain subject to the ethical rules, scope of practice limitations, and professional standards imposed by their respective regulatory bodies. Clinical conduct, prescribing practices, record-keeping, and patient management are governed by applicable legislation and professional guidelines.

BioWell operates within the framework of South African healthcare regulation. The structure of the programme, the facilitation of telehealth consultations, and the coordination of prescription services are designed to comply with statutory and professional requirements.

Nothing in these terms alters the independent professional accountability of the practitioner to the relevant regulatory authority.

9. Prescribing compliance

Where scheduled medicines are prescribed, such prescribing complies with the Medicines and Related Substances Act 101 of 1965, applicable regulations issued under that Act, and any guidance issued by the South African Health Products Regulatory Authority (SAHPRA).

Prescribing decisions are further subject to the ethical rules of the Health Professions Council of South Africa (HPCSA) and to any applicable telehealth guidance governing remote consultations.

No medication is supplied without a valid prescription issued by a registered practitioner. BioWell does not issue prescriptions and does not authorise the dispensing of medication in the absence of lawful clinical approval.

10. Medication manufacture and compounding

BioWell does not manufacture, compound, or dispense medicines.

Where a practitioner prescribes compounded medication as part of a patient’s treatment plan, such medication is prepared by licensed compounding pharmacies in accordance with a valid prescription and within the scope of South African pharmacy regulation.

BioWell facilitates access to a formulation protocol used within its structured metabolic management programme. This formulation is prepared by a select group of licensed compounding pharmacies that are familiar with the specific prescribing parameters and compounding standards applied within the BioWell programme.

Compounded medication is prepared in accordance with the prescription issued for an individual patient.

Each pharmacy remains independently responsible for the preparation, quality control, lawful dispensing, and regulatory compliance associated with any medication supplied pursuant to a prescription.

A patient is not obligated to obtain medication through any particular pharmacy. Once a lawful prescription has been issued, the patient may present that prescription to a pharmacy of their choice.

BioWell does not control or regulate how an external pharmacy interprets, compounds, prices, or dispenses medication pursuant to a prescription. BioWell cannot guarantee that a pharmacy outside its affiliated compounding network will prepare the same formulation in the same manner or within the same cost structure.

BioWell does not operate as a pharmacy and does not assume responsibility for the manufacture, formulation, or compounding processes undertaken by licensed pharmacies.

11. Dispensing

Where a registered practitioner participating in the BioWell programme holds a valid dispensing licence issued in terms of section 22C(1)(a) of the Medicines and Related Substances Act 101 of 1965, medication prescribed pursuant to consultation may be dispensed directly by such licensed dispensing practitioner in accordance with applicable law.

In the case of Dr GL Vosloo, who holds a valid dispensing licence, medication may be dispensed by Dr GL Vosloo in his capacity as a licensed dispensing practitioner.

Title to medication dispensed by a licensed dispensing practitioner vests in the dispensing practitioner prior to supply to the patient.

BioWell (Pty) Ltd does not acquire ownership, hold title to, or take possession of medication at any stage and does not act as a manufacturer, wholesaler, distributor, pharmacy, or reseller.

12. Nature of the programme

The BioWell programme is structured as a metabolic and weight management service delivered within a regulated medical framework.

The programme is centred on clinical assessment, personalised nutrition planning, exercise guidance, behavioural modification, and ongoing medical supervision. Prescription therapy may form part of a treatment plan where clinically indicated.

BioWell is not a GLP-1-specific (or similar) service. The use of GLP-1-based therapy, or any other pharmacological intervention, is determined solely by the practitioner based on the patient’s clinical profile, risk factors, treatment history, and therapeutic goals.

Medication is not automatically prescribed and is not guaranteed as part of participation in the programme. Where prescribed, it is used as a component of a broader metabolic management strategy rather than as a standalone intervention.

13. Scope of services

Participation in the BioWell programme may include one or more of the following components, depending on the patient’s clinical needs and treatment plan:

· Comprehensive medical assessment, including review of medical history, risk factors, laboratory results, and relevant health indicators.

· Ongoing clinical monitoring, including follow-up consultations, review of progress, adjustment of treatment plans, and evaluation of therapeutic response.

· Prescription management, where clinically indicated, including initiation, continuation, modification, or discontinuation of medication under practitioner supervision.

· Personalised nutrition guidance, exercise planning, and structured lifestyle modification support.

The precise scope of services provided to any patient will depend on the practitioner’s clinical evaluation and the patient’s individual health profile. No specific intervention forms an automatic or guaranteed component of the programme.

14. Individualised treatment plans

All treatment plans within the BioWell programme are developed on an individual basis.

A practitioner determines the appropriate course of management after reviewing the patient’s medical history, current health status, risk factors, laboratory findings where available, and treatment objectives. No standardised or uniform protocol is applied without clinical consideration of the patient’s specific circumstances.

The composition, duration, and intensity of any treatment plan may vary between patients. Interventions may be initiated, modified, or discontinued based on clinical response, tolerance, emerging medical information, or other factors that may be determined and communicated by the treating healthcare professional.

Participation in the programme does not entitle a patient to a predetermined medication, dosage, or therapeutic approach. All decisions remain subject to clinical assessment and professional judgement.

15. Results are not guaranteed

Participation in the BioWell programme does not guarantee any specific clinical outcome, rate of weight loss, metabolic response, or health result.

Individual responses to lifestyle modification, nutritional intervention, exercise programmes, and prescription therapy vary. Clinical outcomes depend on multiple factors, including adherence to medical guidance, baseline health status, co-existing medical conditions, genetic factors, and behavioural consistency.

Practitioners provide treatment recommendations based on clinical assessment and established medical standards. No representation, warranty, or assurance is given that a particular result will be achieved within any defined timeframe.

Statements made during consultations, in educational materials, or on the BioWell platform are not to be interpreted as guarantees of outcome. All treatment plans remain subject to clinical reassessment and modification based on patient response.

Continued participation in the programme is conditional upon ongoing medical review and may be modified or discontinued where clinically indicated.

16. Patient eligibility and responsibilities

Participation in the BioWell programme is conditional upon the patient providing accurate, complete, and truthful information at all times.

The patient is responsible for disclosing full and current medical information, including:

· All past and present medical conditions.

· All current medications, supplements, and therapies.

· Any known allergies or adverse drug reactions.

· Any chronic conditions or relevant family medical history.

· Any changes in health status that occur during the course of treatment.

Failure to provide accurate or complete information may compromise clinical decision-making and may affect the safety and appropriateness of treatment. BioWell and its practitioners are entitled to rely on the information provided by the patient when making clinical decisions.

GLP-1-based (or similar) therapy may not be clinically appropriate for certain patients. As part of medical screening, treatment involving GLP-1-based therapy (or similar) will generally not be initiated in patients with:

· A history of medullary thyroid carcinoma.

· Multiple endocrine neoplasia type 2 (MEN 2).

· Active pancreatitis.

· Severe gastroparesis or significant gastric emptying disorders.

· Pregnancy or breastfeeding status.

· An active eating disorder.

The presence of any of the above conditions does not prevent participation in the BioWell programme, but it may preclude the use of specific pharmacological interventions. In such cases, the practitioner may recommend an alternative treatment approach based on clinical judgement.

The patient remains responsible for following medical advice, attending required follow-up consultations, undergoing recommended investigations where applicable, and reporting adverse events or unexpected reactions without delay.

BioWell does not provide emergency medical services. The patient remains responsible for seeking immediate medical care from appropriate emergency services or healthcare facilities where urgent or acute symptoms arise.

The patient acknowledge that the patient is duly aware of the risks associated with the treatment as set out herein. The Doctor, Medical Staff, BioWell, directors, employees, or agents who shall be under no liability for any damage of any kind, whether caused, or occasioned directly or indirectly in connection with the diagnosis, medication or treatment, or any other reason and the patient hereby indemnifies the Doctors, medical staff, Company, directors, employees or agents and or in full against any form damages (including future damages) and/or legal action and/or claims of any kind whatsoever in any forum.

17. Risks, side effects, and clinical review

All medical treatment carries potential risks. Where GLP-1-based therapy or any other pharmacological intervention forms part of a patient’s treatment plan, the patient acknowledges that such treatment may be associated with side effects and adverse events.

Commonly reported side effects of GLP-1-based therapy may include:

· Nausea

· Vomiting

· Diarrhoea

· Constipation

· Abdominal discomfort

· Reduced appetite

· Transient gastrointestinal disturbance

Other reported effects may include:

· Headache

· Dizziness

· Fatigue

· Reflux symptoms

· Injection site reactions

Less common but clinically significant risks may include:

· Pancreatitis

· Gallbladder disease

· Dehydration

· Acute kidney injury secondary to fluid loss

· Worsening of diabetic retinopathy in susceptible individuals

· Allergic reactions

· Other serious adverse events

Thyroid-related risks have been observed in certain pre-clinical studies. The full risk profile depends on the specific medication prescribed and the patient’s underlying medical status.

GLP-1-based therapy is contraindicated in patients with a history of medullary thyroid carcinoma, multiple endocrine neoplasia type 2 (MEN 2), active pancreatitis, severe gastroparesis or significant gastric emptying disorders, pregnancy, breastfeeding, or an active eating disorder. Additional contraindications or precautions may apply based on individual clinical circumstances.

The patient must immediately report any unexpected symptoms, side effects, worsening of existing conditions, or new medical concerns during the course of treatment. Prompt reporting is necessary to allow appropriate clinical reassessment.

Continuation of any medication is subject to ongoing medical review. A practitioner may adjust dosage, suspend treatment, or discontinue therapy where clinically indicated, including where adverse effects occur, safety concerns arise, or treatment goals are not being met.

The patient acknowledges that a full risk discussion forms part of the consultation process and that participation in the programme requires informed decision-making in consultation with the practitioner.

18. Fees, billing, and payment terms

Consultation fees

The standard consultation fee for consultation in the BioWell programme is R300 per consultation, subject to change without prior notice. BioWell reserves the right to amend consultation fees from time to time. Any change in consultation fees will be communicated to patients in advance and will apply prospectively.

Medication fees

Where prescription therapy forms part of a patient’s treatment plan, the cost of medication is separate from consultation fees. Medication costs are determined by the dispensing entity and may vary depending on the formulation, dosage, and duration prescribed. BioWell does not publish medication pricing in compliance with applicable regulatory standards.

Refund policy

Consultation services rendered are non-refundable once the consultation has taken place.

Medication may not be refundable once compounded or dispensed.

Late payment

Payment must be made in accordance with the agreed billing schedule. Failure to make payment when due may result in suspension of access to the BioWell platform and postponement of consultations or prescription management services until outstanding amounts are settled.

BioWell reserves the right to recover any outstanding amounts in accordance with applicable law. Should the services of a legal practioner in any dispute or claim be required, the patient consent to costs on attorney and client scale.

Suspension for non-payment

BioWell may suspend or restrict access to the platform and associated services where payment obligations are not met. Suspension does not relieve the patient of liability for any outstanding fees incurred prior to suspension.

19. A patient’s right to discontinue participation

A patient may discontinue participation in the BioWell programme at any time.

Discontinuation does not affect fees already incurred for consultations rendered, services provided, or medication prescribed or dispensed prior to the effective date of termination.

Upon discontinuation, access to the BioWell platform may be restricted or terminated, subject to any legal obligations to retain medical records.

Discontinuation of participation does not automatically terminate clinical responsibility in circumstances where ongoing medical oversight is required for patient safety. A practitioner may recommend appropriate follow-up care or referral where necessary.

A patient who discontinues the programme remains responsible for seeking independent medical care where required and for managing any ongoing treatment initiated during participation in the programme.

20. Suspension or termination by BioWell

BioWell reserves the right to suspend or terminate a patient’s access to the platform and associated services where there is material non-compliance with these terms and conditions.

Grounds for suspension or termination may include:

· Providing false, misleading, incomplete, or materially inaccurate medical information.

· Failure to disclose relevant medical history, medications, or contraindications that may affect treatment safety.

· Misuse of the platform, including attempting to obtain medication under false pretences.

· Sharing login credentials or permitting unauthorised access to the patient account.

· Abusive, threatening, unlawful, or inappropriate conduct toward practitioners, staff, or service providers.

· Failure to comply with clinical recommendations where continued participation would compromise patient safety.

· Non-payment of consultation fees.

Where clinically appropriate, a practitioner may also discontinue treatment if continued participation is not medically justified or if patient safety cannot be adequately maintained.

Suspension or termination does not affect fees already incurred or legal obligations arising prior to termination.

BioWell may also restrict access to the platform where required to comply with legal, regulatory, or professional obligations.

21. Limitation of liability

To the fullest extent permitted by applicable law, BioWell shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages arising from or relating to the use of the BioWell platform or participation in the programme.

BioWell does not guarantee uninterrupted access to the platform and shall not be liable for any delay, disruption, or unavailability resulting from technical failures, maintenance, connectivity issues, or external service provider interruptions.

BioWell shall not be liable for any loss or damage arising from reliance on information provided through the platform, except where such limitation is not permitted by law.

Nothing in these terms excludes or limits liability where such exclusion is not permitted under applicable legislation.

22. Indemnity

The patient agrees to indemnify and hold harmless BioWell, its directors, employees, contractors, agents, and affiliated service providers from and against any claims, losses, damages, liabilities, costs, or expenses arising from:

· The patient’s breach of these terms and conditions.

· The patient’s failure to provide accurate medical information.

· The patient’s misuse of the platform.

· The patient’s non-compliance with clinical guidance.

This indemnity applies to the fullest extent permitted by law.

23. Intellectual property

All content made available on the BioWell platform, including text, graphics, logos, design elements, educational materials, protocols, and software, is the intellectual property of BioWell or its licensors.

No user may reproduce, distribute, modify, display, or create derivative works from any content without prior written consent.

Unauthorised use of intellectual property may result in civil or criminal liability.

24. Confidentiality

All personal and medical information is handled in accordance with applicable data protection legislation, including the Protection of Personal Information Act (POPIA).

BioWell implements reasonable technical and organisational safeguards to protect patient information.

Practitioners are bound by professional confidentiality obligations.

25. Electronic communication

By using the BioWell platform, the patient consents to receive electronic communications relating to consultations, scheduling, prescriptions, billing, and administrative matters.

Electronic communication may include email, secure messaging, or other digital channels integrated into the platform.

The patient is responsible for maintaining accurate contact details.

26. Amendments to terms

BioWell reserves the right to amend these terms and conditions from time to time.

Amendments will be published on the platform and will take effect upon publication unless otherwise stated.

Continued use of the platform after publication constitutes acceptance of the amended terms.

27. Governing law and jurisdiction

These terms and conditions are governed by the laws of the Republic of South Africa.

Any dispute arising from participation in the BioWell programme or use of the platform shall be subject to the jurisdiction of the competent courts of South Africa.

28. Entire agreement

These terms and conditions constitute the entire agreement between the patient and BioWell regarding use of the platform and participation in the programme.

No representation, warranty, or undertaking not expressly recorded herein shall be binding.