📋 Terms of Service

1. Acceptance of Terms

1.1 Agreement to Terms

By accessing or using Cardio AI's platform, services, or website (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use our Services.

1.2 Who May Use Our Services

Our Services are intended for use by:

• Licensed healthcare providers and medical professionals
• Healthcare organizations and institutions
• Authorized healthcare staff with appropriate credentials
• Other parties with written authorization from Cardio AI

1.3 Additional Agreements

Healthcare organizations must execute a separate Business Associate Agreement (BAA) and, where applicable, a Master Service Agreement (MSA) prior to accessing Protected Health Information (PHI) through our Services.

2. Description of Services

2.1 Platform Overview

Cardio AI provides an AI-powered cardiovascular diagnostic platform that includes:

• Risk Assessment Tools: Five specialized CVD risk calculators (AMI, Stroke, Heart Failure, SCD, Atrial Fibrillation)
• AI Diagnostic Agents: Five specialized agents for cardiovascular condition analysis
• IoMT Integration: Real-time monitoring from wearable and medical devices
• PACS/DICOM Integration: Medical imaging analysis with FHIR and HL7 compliance
• Clinical Decision Support: AI-generated recommendations and insights
• Women's Health Solutions: Specialized obstetrics cardiology tools

2.2 Clinical Decision Support Tool

Our Services provide clinical decision support to assist healthcare providers in diagnosis and treatment planning. The Services are not a substitute for professional medical judgment and should be used as an adjunct to clinical expertise.

2.3 Service Availability

While we strive to maintain continuous availability, we do not guarantee uninterrupted access to our Services. We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time with or without notice.

3. Eligibility and User Accounts

3.1 Professional Requirements

To use our Services, you must:

• Be a licensed healthcare professional in good standing
• Have appropriate credentials and qualifications for your role
• Be legally authorized to practice medicine in your jurisdiction
• Be at least 18 years of age
• Comply with all applicable laws and regulations

3.2 Account Registration

You must register for an account to access our Services. When registering, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Maintain the security of your password and account credentials
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized use of your account

3.3 Account Security

You are responsible for maintaining the confidentiality of your account credentials. You must:

• Use strong, unique passwords for your account
• Enable multi-factor authentication when required
• Not share your credentials with others
• Immediately notify us of any security breach or unauthorized access

3.4 Professional Verification

We reserve the right to verify your professional credentials and may request documentation to confirm your eligibility to use our Services.

4. User Responsibilities

4.1 Compliance with Laws

You agree to comply with all applicable laws, regulations, and professional standards, including but not limited to:

• HIPAA Privacy and Security Rules
• State and federal healthcare regulations
• Medical device regulations and FDA guidance
• Professional licensing requirements
• Data protection and privacy laws (GDPR, CCPA, etc.)

4.2 Professional Judgment

You acknowledge that:

• Our Services are clinical decision support tools, not replacements for professional judgment
• You remain solely responsible for all clinical decisions and patient care
• AI-generated recommendations should be independently verified
• You must use your professional expertise to interpret and apply our Services' outputs

4.3 Accurate Information

You agree to:

• Input accurate and complete patient information
• Verify the accuracy of data entered into the platform
• Review and validate all AI-generated outputs
• Report any inaccuracies or errors to Cardio AI

4.4 Data Protection

You must:

• Protect patient privacy and confidentiality at all times
• Only access PHI that you are authorized to view
• Use the minimum necessary PHI for your intended purpose
• Comply with your organization's privacy and security policies

5. Healthcare Provider Responsibilities

5.1 Standard of Care

Healthcare providers using our Services agree to:

• Maintain the applicable standard of care in their jurisdiction
• Exercise independent clinical judgment in all patient care decisions
• Verify AI-generated recommendations before implementing treatment plans
• Document clinical decision-making processes appropriately

5.2 Patient Consent

You are responsible for:

• Obtaining appropriate patient consent for use of AI diagnostic tools
• Informing patients about the use of AI in their care
• Explaining the benefits and limitations of AI-assisted diagnosis
• Documenting patient consent in medical records

5.3 Medical Record Documentation

You must:

• Properly document the use of our Services in patient medical records
• Maintain records in accordance with professional and legal requirements
• Note when AI recommendations are accepted or rejected, and why
• Ensure medical record completeness and accuracy

5.4 Continuing Education

You agree to:

• Complete required training on our platform
• Stay current with platform updates and new features
• Understand the capabilities and limitations of AI diagnostic tools
• Participate in ongoing education about AI in healthcare

6. Acceptable Use Policy

6.1 Permitted Uses

You may use our Services solely for:

• Clinical decision support in patient care
• Cardiovascular risk assessment and diagnosis
• Treatment planning and optimization
• Quality improvement and clinical research (with appropriate approvals)
• Education and training of healthcare professionals

6.2 Prohibited Uses

You may NOT:

• ❌ Use the Services for any unlawful purpose
• ❌ Access or attempt to access accounts, data, or systems without authorization
• ❌ Reverse engineer, decompile, or disassemble any part of the Services
• ❌ Remove or modify any copyright, trademark, or proprietary notices
• ❌ Use the Services to develop competing products or services
• ❌ Scrape, mine, or harvest data from the platform
• ❌ Share your account credentials with unauthorized individuals
• ❌ Introduce viruses, malware, or other harmful code
• ❌ Attempt to circumvent security measures or access controls
• ❌ Use the Services in any manner that could damage, disable, or impair our systems

6.3 Research and Publication

If using our Services for research purposes, you must:

• Obtain appropriate institutional review board (IRB) approval
• De-identify all patient data in accordance with HIPAA Safe Harbor or Expert Determination methods
• Acknowledge Cardio AI's platform in any publications
• Notify us prior to publication of research using our Services

7. Intellectual Property Rights

7.1 Cardio AI Property

All intellectual property rights in the Services, including but not limited to:

• Software, algorithms, and AI models
• Platform design and user interface
• Documentation, training materials, and content
• Trademarks, logos, and branding
• Trade secrets and proprietary methodologies

are owned by Cardio AI or our licensors. These Terms do not grant you any ownership rights in our intellectual property.

7.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for their intended clinical purposes.

7.3 User Content

You retain all rights to patient health information and clinical data you input into our Services. By using our Services, you grant us a limited license to:

• Process and analyze data to provide the Services
• Use de-identified data to improve our AI algorithms
• Generate aggregated analytics and insights
• Comply with legal and regulatory requirements

7.4 Feedback

If you provide feedback, suggestions, or ideas about our Services, you grant us a perpetual, irrevocable, worldwide license to use, modify, and incorporate such feedback without compensation or attribution.

8. HIPAA and Privacy

8.1 Business Associate Relationship

Cardio AI acts as a Business Associate under HIPAA for healthcare organizations using our Services. A separate Business Associate Agreement (BAA) must be executed before accessing PHI through our platform.

8.2 PHI Protection

We commit to:

• Implement administrative, physical, and technical safeguards to protect PHI
• Use and disclose PHI only as permitted by the BAA and HIPAA
• Report breaches of unsecured PHI as required by law
• Make PHI available to individuals as required under HIPAA

8.3 Privacy Policy

Our collection, use, and disclosure of personal and health information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

8.4 Your Privacy Obligations

You must:

• Comply with HIPAA Privacy and Security Rules
• Obtain required patient authorizations
• Use the minimum necessary PHI
• Report privacy incidents to us promptly

9. Medical Disclaimer

9.1 Not Medical Advice

The information and recommendations provided by our Services:

• Are for informational and clinical support purposes only
• Do not constitute medical advice or diagnosis
• Should not be used as the sole basis for medical decisions
• Must be interpreted by qualified healthcare professionals
• Require verification through independent clinical judgment

9.2 Professional Responsibility

Healthcare providers remain solely responsible for:

• All clinical decisions and patient care
• Diagnosis, treatment planning, and medical interventions
• Verifying AI-generated recommendations
• Exercising independent professional judgment
• Compliance with applicable standards of care

9.3 AI Limitations

You acknowledge that:

• AI algorithms may produce errors or inaccurate results
• Machine learning models have inherent limitations and biases
• Unusual or atypical cases may not be accurately identified
• Regular model updates may affect performance
• AI recommendations should always be clinically validated

9.4 Emergency Situations

Our Services are not designed for emergency medical situations. In case of medical emergency, contact emergency services immediately (call 911 in the United States).

10. Disclaimers and Warranties

10.1 "As Is" Basis

OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

10.2 No Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING:

• Warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties regarding accuracy, reliability, or completeness of content
• Warranties that the Services will be uninterrupted, secure, or error-free
• Warranties regarding AI algorithm performance or accuracy
• Warranties that defects will be corrected

10.3 Third-Party Services

We are not responsible for third-party services, devices, or integrations. Your use of third-party services is at your own risk and subject to their terms and conditions.

10.4 No Guarantee of Results

We do not guarantee any specific results from using our Services. Clinical outcomes depend on many factors beyond our control.

11. Limitation of Liability

11.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CARDIO AI AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or use
• Loss of business opportunity or goodwill
• Medical malpractice or patient injury claims
• Damages arising from unauthorized access to or use of our Services

11.2 Cap on Liability

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICES SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM, OR $1,000, WHICHEVER IS GREATER.

11.3 Basis of the Bargain

These limitations reflect the allocation of risk between the parties. The Services would not be provided without these limitations.

11.4 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

12. Indemnification

12.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Cardio AI and its affiliates, officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including reasonable attorneys' fees) arising from:

• Your use or misuse of the Services
• Your violation of these Terms
• Your violation of any law or regulation
• Your violation of any third-party rights
• Clinical decisions made using our Services
• Medical malpractice or patient care issues
• Breach of HIPAA or other privacy laws
• Unauthorized access to or use of your account

12.2 Defense and Settlement

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

13. Termination

13.1 Termination by You

You may terminate your account at any time by:

• Contacting our support team
• Following the account closure process in the platform
• Providing written notice of termination

13.2 Termination by Us

We may suspend or terminate your access to the Services immediately, without notice, for:

• Violation of these Terms
• Violation of applicable laws or regulations
• Fraudulent, abusive, or harmful activity
• Extended period of inactivity
• Non-payment of fees (if applicable)
• Risk to patient safety or data security
• Failure to maintain professional licensure

13.3 Effect of Termination

Upon termination:

• Your right to access and use the Services immediately ceases
• You must cease all use of our intellectual property
• You remain liable for any outstanding obligations
• Provisions that by their nature should survive will continue (e.g., indemnification, limitation of liability)

13.4 Data Upon Termination

We will handle your data according to our data retention policies and applicable legal requirements. You are responsible for exporting any data you wish to retain before termination.

14. Modifications to Service and Terms

14.1 Service Modifications

We reserve the right to:

• Modify, update, or discontinue any aspect of the Services
• Add or remove features at our discretion
• Change system requirements or compatibility
• Update AI algorithms and models

We will provide notice of material changes when feasible.

14.2 Terms Modifications

We may update these Terms from time to time. When we make material changes:

• We will update the "Last Updated" date
• We will notify you via email or platform notification
• Changes become effective upon posting unless otherwise stated
• Your continued use of the Services constitutes acceptance

14.3 Objection to Changes

If you object to any changes to these Terms, your sole remedy is to discontinue use of the Services.

15. Governing Law and Dispute Resolution

15.1 Governing Law

These Terms are governed by the laws of the State of Ohio, United States, without regard to conflict of law principles.

15.2 Jurisdiction and Venue

You agree to submit to the exclusive jurisdiction of the state and federal courts located in Franklin County, Ohio for resolution of any disputes arising from these Terms or the Services.

15.3 Arbitration

For disputes not exceeding $10,000, either party may elect binding arbitration under the rules of the American Arbitration Association. The arbitrator's decision shall be final and binding.

15.4 Class Action Waiver

YOU AND CARDIO AI AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

15.5 Injunctive Relief

Notwithstanding the above, either party may seek injunctive relief in any court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidentiality obligations.

16. Miscellaneous Provisions

16.1 Entire Agreement

These Terms, together with our Privacy Policy, Security Policy, and any executed BAA or MSA, constitute the entire agreement between you and Cardio AI regarding the Services.

16.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

16.3 Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.

16.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

16.5 Force Majeure

Neither party shall be liable for failure to perform due to causes beyond its reasonable control, including acts of God, war, terrorism, natural disasters, pandemic, or government actions.

16.6 Notices

Notices to you may be provided via email, platform notification, or postal mail. Notices to us must be sent to the contact information provided in Section 17.

16.7 Export Control

You agree to comply with all applicable export control laws and regulations. You may not use or export the Services in violation of U.S. export laws.

16.8 Government Users

If you are a U.S. government entity, the Services are "commercial computer software" and "commercial computer software documentation" as defined in FAR 12.212 and DFARS 227.7202.

17. Contact Information

Questions About These Terms?

If you have questions about these Terms of Service, please contact us:

Legal Department

Email: legal@cardioailive.com
Phone: +1 614-967-8728
Mail:
Cardio AI Legal Department
Dublin, Ohio
United States

General Inquiries

Email: tonywell@cardioailive.com
Website: www.cardioailive.com

Related Policies

For more information about our practices, please review:

• Privacy Policy - How we collect and use your information
• Security Policy - Our security measures and practices
• Business Associate Agreement - HIPAA compliance for healthcare organizations