Terms of Service

1. Acceptance of Terms

Welcome to GreyDx.AI. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and GreyDx.AI ("GreyDx," "we," "our," or "us") governing your access to and use of our AI-powered clinical decision support platform and related services (collectively, the "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not access or use our Services.

These Terms apply to all users of the Services, including healthcare professionals, clinic administrators, and authorized personnel at healthcare organizations.

2. Description of Service

GreyDx.AI provides an AI-powered clinical decision support platform designed to assist healthcare professionals in making informed diagnostic and treatment decisions. Our Services include:

• Smart Diagnosis Engine: AI-powered diagnostic suggestions with transparent reasoning and confidence levels
• Clinic Management Solution (CMS): Core patient management with AI support
• CMS+: CMS with integrated screening capabilities
• Data Analytics: Comprehensive data analysis of clinical notes, laboratory results, and vital signs
• Integration Capabilities: Integration-ready architecture designed to work with existing EHR systems

We offer multiple service tiers including GreyDx Mini, GreyDx CMS (Clinic Management Solution), GreyDx CMS+, and Enterprise Solutions to meet the diverse needs of healthcare organizations.

3. User Accounts and Registration

3.1 Account Creation

To access our Services, you must create an account by providing accurate, complete, and current information. You agree to:

• Provide valid professional credentials and registration information
• Maintain the accuracy of your account information
• Keep your login credentials confidential and secure
• Notify us immediately of any unauthorized access or security breach
• Accept responsibility for all activities under your account

3.2 Eligibility

Our Services are intended for use by:

• Licensed healthcare professionals with valid credentials
• Authorized personnel at healthcare organizations
• Individuals 18 years of age or older
• Users with legal authority to enter into binding contracts

3.3 Account Termination

We reserve the right to suspend or terminate your account if you violate these Terms, engage in fraudulent activity, or use the Services in a manner that could harm patients, other users, or our platform.

4. Subscription and Payment Terms

4.1 Subscription Plans

GreyDx.AI operates on a Software-as-a-Service (SaaS) subscription model with tiered pricing based on features and usage. Subscription plans include:

• GreyDx Mini: Standalone AI diagnostic tool
• GreyDx CMS (Clinic Management Solution): Core patient management with AI support
• GreyDx CMS+: CMS with integrated screening capabilities
• Enterprise Solution: Custom deployment for large healthcare systems

4.2 Fees and Billing

You agree to:

• Pay all applicable subscription fees according to your selected plan
• Provide valid payment information and keep it current
• Authorize automatic recurring charges for subscription renewals
• Pay any applicable taxes, duties, or government charges

4.3 Refunds and Cancellations

Subscription fees are non-refundable except as required by law or as explicitly stated in your subscription agreement. You may cancel your subscription at any time, with cancellation taking effect at the end of the current billing period.

4.4 Price Changes

We reserve the right to modify subscription fees with at least 30 days' advance notice. Continued use of the Services after price changes constitutes acceptance of the new fees.

5. User Responsibilities

As a user of GreyDx.AI, you agree to:

• Professional Judgment: Exercise independent professional judgment and not rely solely on AI-generated suggestions
• Patient Safety: Prioritize patient safety and well-being in all clinical decisions
• Data Accuracy: Enter accurate and complete patient information
• Compliance: Comply with all applicable healthcare regulations and professional standards
• Confidentiality: Maintain patient confidentiality and data security
• Authorized Use: Use the Services only for legitimate healthcare purposes
• System Integrity: Not attempt to compromise or interfere with the platform's security or functionality

6. Acceptable Use Policy

You agree NOT to:

• Use the Services for any unlawful or fraudulent purpose
• Violate any applicable laws, regulations, or professional standards
• Infringe upon intellectual property rights of GreyDx or third parties
• Transmit malware, viruses, or harmful code
• Attempt to gain unauthorized access to our systems or other users' accounts
• Reverse engineer, decompile, or disassemble any part of the Services
• Use automated systems to access the Services without authorization
• Share your account credentials with unauthorized individuals
• Use the Services to harm, harass, or discriminate against any individual
• Extract or scrape data from the platform for unauthorized purposes

7. Intellectual Property Rights

7.1 GreyDx Ownership

All intellectual property rights in the Services, including software, algorithms, AI models, user interface, documentation, and branding, are owned by GreyDx.AI or our licensors. These Terms do not grant you any ownership rights to 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 for your internal healthcare operations during your subscription period.

7.3 User Data

You retain ownership of patient data and clinical information you input into the Services. By using our Services, you grant us a limited license to process this data solely for the purpose of providing and improving our Services, as described in our Privacy Policy.

7.4 Feedback

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

8. AI Diagnostic Support Disclaimer

You acknowledge and agree that:

• AI-generated suggestions are based on pattern recognition and statistical analysis, not clinical expertise
• Healthcare providers maintain complete authority and responsibility for all clinical decisions
• AI suggestions should be evaluated in the context of complete patient assessment
• Our AI models use text and data analysis; imaging analysis is not currently supported
• Rare or unusual conditions may not be accurately identified by AI algorithms
• AI suggestions should be verified against current clinical guidelines and best practices
• Healthcare providers must exercise independent professional judgment in all cases

9. Medical Disclaimer

Healthcare providers using our Services are solely responsible for:

• All diagnostic and treatment decisions
• Patient care and clinical outcomes
• Compliance with medical standards of care
• Obtaining informed consent from patients
• Maintaining professional liability insurance
• Following applicable medical regulations and guidelines

GreyDx.AI does not assume any liability for clinical decisions made by healthcare providers using our Services.

10. Data and Privacy

Our collection, use, and protection of personal and health information is governed by our Privacy Policy, which is incorporated into these Terms by reference. Key points include:

• PDPA Compliance: We comply with Singapore's Personal Data Protection Act 2012
• International Standards: We are working towards HIPAA and GDPR compliance
• Data Security: Enterprise-grade security with AES-256 encryption
• Access Controls: Role-based access and multi-factor authentication
• Audit Trails: Complete logging of data access and modifications
• Data Ownership: Healthcare organizations retain ownership of patient data

By using our Services, you consent to data processing as described in our Privacy Policy and agree to comply with all applicable data protection laws.

11. Service Availability and Modifications

11.1 Service Availability

While we strive to provide reliable and continuous service, we do not guarantee uninterrupted access to our Services. Service may be temporarily unavailable due to:

• Scheduled maintenance and updates
• Technical difficulties or system failures
• Internet connectivity issues
• Force majeure events beyond our control

11.2 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We will make reasonable efforts to notify users of significant changes that may affect their use of the Services.

11.3 Updates and Upgrades

We may release updates, patches, and new versions of the Services to improve functionality, security, or compliance. You agree to accept such updates as part of your use of the Services.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED
• WE DISCLAIM ALL WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• WE DO NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE, SECURE, OR UNINTERRUPTED
• WE ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
• OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE CLAIM
• WE ARE NOT LIABLE FOR CLINICAL DECISIONS, PATIENT OUTCOMES, OR MEDICAL MALPRACTICE

Some jurisdictions do not allow limitation of liability for certain damages, so these limitations may not apply to you.

13. Indemnification

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

• Your use or misuse of the Services
• Your violation of these Terms
• Your violation of any laws, regulations, or third-party rights
• Clinical decisions made using our Services
• Patient care and medical outcomes
• Data breaches resulting from your negligence
• Unauthorized access to your account

14. Termination

14.1 Termination by User

You may terminate your subscription at any time by canceling through your account settings or contacting our support team. Termination will be effective at the end of your current billing period.

14.2 Termination by GreyDx

We may suspend or terminate your access to the Services immediately if:

• You violate these Terms or our Acceptable Use Policy
• Your account is used for fraudulent or illegal activities
• You fail to pay applicable fees
• Your use poses a security risk or threatens platform integrity
• Required by law or regulatory authority

14.3 Effect of Termination

Upon termination, your right to access the Services will immediately cease. We will provide you with a reasonable opportunity to export your data. After termination, we may delete your data in accordance with our data retention policies and applicable laws.

15. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the Republic of Singapore, without regard to its conflict of law provisions.

Any disputes arising from or relating to these Terms or the Services shall be subject to the exclusive jurisdiction of the courts of Singapore. You irrevocably submit to the jurisdiction of such courts and waive any objection to venue or inconvenient forum.

16. Dispute Resolution

16.1 Informal Resolution

Before initiating formal legal proceedings, you agree to first contact us at info@greydx.ai to attempt to resolve any dispute informally. We will work in good faith to resolve disputes through negotiation.

16.2 Mediation

If informal resolution is unsuccessful, the parties agree to attempt mediation before the Singapore Mediation Centre before pursuing litigation.

16.3 Class Action Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any subscription agreement, constitute the entire agreement between you and GreyDx.AI regarding the Services.

17.2 Severability

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

17.3 Waiver

Our failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

17.4 Assignment

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

17.5 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, or government actions.

18. Changes to These Terms

We reserve the right to modify these Terms at any time. We will notify users of material changes by:

• Posting the updated Terms on our website with a new "Last Updated" date
• Sending email notifications to registered users
• Displaying prominent notices within the platform

Your continued use of the Services after changes become effective constitutes acceptance of the updated Terms. If you do not agree to the modified Terms, you must discontinue use of the Services.

19. Contact Information

If you have questions, concerns, or requests regarding these Terms of Service, please contact us: