PLATFORM TERMS OF USE

Last Updated: September 2025

These Platform Terms of Use ("Terms") constitute a legal agreement between you and Claric, LLC ("Claric," "we," "us," or "our") governing your access to and use of our AI-powered medical documentation platform (the "Platform").

PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND OUR PRIVACY POLICY.

1. ACCEPTANCE AND MODIFICATION

1.1 Acceptance

By registering for, accessing, or using the Platform, you agree to these Terms. If you are using the Platform on behalf of an organization, you represent that you have authority to bind that organization.

1.2 Modifications

We may modify these Terms at any time. We will notify you of material changes via email or Platform notification. Continued use after changes constitutes acceptance.

2. PLATFORM DESCRIPTION

Claric provides AI-powered medical documentation services that:

• Capture and transcribe clinical conversations
• Generate structured medical notes and documentation
• Suggest ICD-10 codes and billing information
• Integrate with electronic health record (EHR) systems

IMPORTANT: The Platform is a tool to assist healthcare professionals. It does not provide medical advice, diagnosis, or treatment.

3. ACCOUNT REGISTRATION

3.1 Eligibility

You must:

• Be 18 years or older
• Be a licensed healthcare professional or authorized by a healthcare organization
• Provide accurate, complete registration information
• Maintain current account information

3.2 Account Security

You are responsible for:

• Maintaining confidentiality of login credentials
• All activities under your account
• Notifying us immediately of unauthorized access
• Ensuring Authorized Users comply with these Terms

3.3 Account Types

• Individual: Single practitioner accounts
• Team (2-9 users): Small practice accounts
• Enterprise (10+ users): Large organization accounts with custom features

4. SUBSCRIPTION AND PAYMENT

4.1 Subscription Plans

• Free Trial: 7 days with full features (no credit card required)
• Monthly/Annual Subscriptions: As described on our pricing page
• Enterprise: Custom pricing and terms

4.2 Payment Terms

• Payment due upon subscription
• Automatic renewal unless canceled
• Price changes effective at next renewal (with 30-day notice)
• No refunds for partial periods

4.3 Taxes

You are responsible for all applicable taxes. Prices do not include taxes unless stated.

5. PERMITTED USE

5.1 Grant of Rights

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable right to access and use the Platform for your internal healthcare documentation purposes.

5.2 Restrictions

You shall NOT:

• Reverse engineer, decompile, or disassemble the Platform
• Copy, modify, or create derivative works
• Resell, sublicense, or provide service bureau services
• Use for any unlawful or unauthorized purpose
• Circumvent security measures or access restrictions
• Use to process Part 2 Data (42 CFR Part 2) without explicit authorization
• Input false or misleading patient information
• Use for purposes other than legitimate healthcare documentation

5.3 Compliance

You must:

• Comply with all applicable laws, including HIPAA
• Obtain necessary patient consents for recording and documentation
• Ensure appropriate use by all Authorized Users
• Maintain professional standards and ethics

6. YOUR DATA

6.1 Definitions

• "Your Data": Information you submit, including patient recordings and documentation
• "Output": AI-generated documentation based on Your Data
• "De-identified Data": Data stripped of personal identifiers per HIPAA standards

6.2 Ownership

• You retain ownership of Your Data and Output
• We own all rights to the Platform and our technology
• You grant us a license to process Your Data as described in these Terms

6.3 Data Use License

You grant Claric the right to:

• Process Your Data to provide Platform services
• Store Your Data per your retention settings
• Create De-identified Data for service improvement
• Use aggregated, anonymous data for analytics

6.4 Data Retention Options

You control retention settings:

• Recordings: Immediate deletion OR retention per settings
• Documentation: 30-day OR full-term retention
• Backup: Additional 7 days after deletion

7. AI SERVICES AND OUTPUT

7.1 AI-Generated Content

The Platform uses AI to generate medical documentation. You acknowledge that:

• Output requires professional review and verification
• AI may make errors or omissions
• You are solely responsible for final documentation accuracy
• Output is not a substitute for professional judgment

7.2 Continuous Improvement

With your consent, we may use Your Data to:

• Improve transcription accuracy
• Enhance medical terminology recognition
• Refine documentation templates
• Train specialized models for your practice

7.3 No Medical Advice

THE PLATFORM DOES NOT PROVIDE MEDICAL ADVICE. All medical decisions remain your sole responsibility.

8. INTELLECTUAL PROPERTY

8.1 Claric Property

We retain all rights to:

• Platform software and technology
• Algorithms and AI models
• Trademarks and branding
• Documentation and training materials

8.2 Feedback

Any suggestions or feedback you provide becomes our property without compensation to you.

9. PRIVACY AND SECURITY

9.1 Privacy Policy

Our Privacy Policy governs data collection and use. By using the Platform, you consent to our data practices.

9.2 HIPAA Compliance

We will execute a Business Associate Agreement (BAA) for handling Protected Health Information.

9.3 Security Measures

We implement industry-standard security including:

• Encryption in transit and at rest
• Access controls and audit logs
• Regular security assessments
• Incident response procedures

10. THIRD-PARTY INTEGRATIONS

10.1 EHR Integrations

The Platform may integrate with third-party EHR systems. You are responsible for:

• Ensuring integration compatibility
• Obtaining necessary permissions
• Compliance with EHR vendor terms

10.2 Third-Party Services

We may use third-party services for:

• Cloud hosting (Microsoft Azure)
• Payment processing
• Analytics (anonymized only)

11. WARRANTIES AND DISCLAIMERS

11.1 Your Warranties

You represent and warrant that:

• You have necessary rights to provide Your Data
• You have obtained required patient consents
• Your use complies with applicable laws
• Information provided is accurate and complete

11.2 DISCLAIMER OF WARRANTIES

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING:

• MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• ACCURACY OR COMPLETENESS OF OUTPUT
• NON-INFRINGEMENT
• UNINTERRUPTED OR ERROR-FREE OPERATION

11.3 Medical Disclaimer

• THE PLATFORM IS NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL JUDGMENT
• OUTPUT REQUIRES PROFESSIONAL REVIEW AND VERIFICATION
• WE DO NOT GUARANTEE ACCURACY OF AI-GENERATED CONTENT
• YOU ARE SOLELY RESPONSIBLE FOR ALL MEDICAL DECISIONS AND DOCUMENTATION

12. LIMITATION OF LIABILITY

12.1 LIMITATION

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLARIC'S TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF:

• $500 OR
• FEES PAID BY YOU IN THE 3 MONTHS PRECEDING THE CLAIM

12.2 EXCLUSIONS

WE ARE NOT LIABLE FOR:

• INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES
• LOST PROFITS OR BUSINESS OPPORTUNITIES
• MEDICAL MALPRACTICE OR PROFESSIONAL LIABILITY
• ERRORS IN AI-GENERATED OUTPUT
• DATA LOSS (EXCEPT AS CAUSED BY OUR GROSS NEGLIGENCE)

13. INDEMNIFICATION

You agree to indemnify and hold harmless Claric and its officers, directors, employees, and agents from any claims, damages, or expenses arising from:

• Your breach of these Terms
• Your violation of applicable laws
• Your professional services or medical decisions
• Unauthorized use of the Platform
• Infringement of third-party rights

14. TERM AND TERMINATION

14.1 Term

These Terms commence upon acceptance and continue until terminated.

14.2 Termination

Either party may terminate:

• For convenience: Upon 30 days' notice
• For cause: Immediately upon material breach
• Automatic: Upon subscription expiration

14.3 Effect of Termination

Upon termination:

• Your Platform access ends immediately
• You have 30 days to export Your Data
• Sections that should survive will remain in effect
• No refunds for unused subscription periods

15. DISPUTE RESOLUTION

15.1 Informal Resolution

We will attempt to resolve disputes informally for 30 days before formal proceedings.

15.2 Binding Arbitration

Disputes will be resolved through binding arbitration under JAMS rules:

• Location: Delaware (or your location if required by law)
• Individual arbitration only (no class actions)
• Limited discovery and appeals

15.3 Exceptions

You may bring claims in small claims court. Either party may seek injunctive relief for IP violations.

15.4 CLASS ACTION WAIVER

YOU WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN CLASS ACTION LAWSUITS.

16. GENERAL PROVISIONS

16.1 Governing Law

These Terms are governed by Delaware law, excluding conflict of law principles.

16.2 Entire Agreement

These Terms, Privacy Policy, and BAA constitute the entire agreement between us.

16.3 Severability

If any provision is unenforceable, the remainder continues in effect.

16.4 Assignment

You may not assign these Terms. We may assign them without restriction.

16.5 Force Majeure

Neither party is liable for delays due to circumstances beyond reasonable control.

16.6 Notices

Notices must be sent to:

• To Claric: info@claric.ai
• To You: Your registered email address

17. SPECIFIC PROVISIONS

17.1 Healthcare Compliance

You acknowledge that:

• Compliance with healthcare laws is your responsibility
• We provide tools, not medical or legal advice
• Local regulations may impose additional requirements

17.2 International Use

The Platform is hosted in the United States. International users must ensure compliance with local laws.

17.3 Beta Features

We may offer beta features that are:

• Provided "as is" without warranties
• Subject to change or discontinuation
• Not suitable for production use without explicit approval