ClinikaPath SaaS Terms of Service

1. ACCEPTANCE OF TERMS

By creating an account, accessing, or using the ClinikaPath software application (the "Service"), you ("User", "you") agree to be bound by these Terms of Service (the "Terms"). If you are using the Service on behalf of a clinic, business, or other organization, you represent that you have the authority to bind that organization to these Terms. If you do not agree to these Terms, you must not use the Service.

2. DESCRIPTION OF SERVICE & CLINICAL DISCLAIMER

ClinikaPath provides an automated digital platform designed to help clinicians visualize and map structured rehabilitation and treatment plans (the "Wavy Path").

• Not Medical Advice: The Service is strictly an organizational and educational visualization tool. It does not provide medical advice, diagnosis, or a definitive treatment protocol.
• Clinician Responsibility: Automatically generated care plans are baseline drafts. The licensed healthcare professional using the Service assumes 100% responsibility for reviewing, modifying, and approving the final plan before applying it to clinical practice or sharing it with a patient. ClinikaPath assumes no duty of care or relationship with the end patient.

3. THE "ZERO-PHI" MANDATE (CRITICAL)

The Service is strictly designed and legally structured to operate without Protected Health Information ("PHI") or Personally Identifiable Information ("PII") as defined by HIPAA, PIPEDA, PHIPA, or equivalent laws. You unconditionally agree that you will not upload, input, store, or transmit:

• Patient names, dates of birth, addresses, or contact information.
• Government-issued health card numbers or insurance IDs.
• Any other information that could identify an individual patient.

Mandatory ID System: You must use non-identifying internal reference numbers (e.g., "Patient #402") to label all care plans. You are solely responsible for ensuring no PHI is entered into the Service. ClinikaPath disclaims all legal, financial, and regulatory liability arising from any PHI submitted in violation of this section.

4. ACCOUNT REGISTRATION & SECURITY

To use the Service, you must create an account and provide accurate professional information. You are responsible for:

• Maintaining the strict confidentiality of your login credentials.
• All activities and data generated under your account.

We reserve the right to immediately suspend or terminate accounts that provide false information or violate the Zero-PHI mandate.

5. SUBSCRIPTION, BILLING, AND PAYMENT

• Subscription Model: The Service is offered on an auto-renewing subscription basis (e.g., monthly or annual) as specified at checkout.
• Free Trial: If a free trial is offered, you will not be charged during the trial period. Your paid subscription will automatically begin at the end of the trial unless cancelled prior to expiration.
• Automatic Renewal: All subscriptions automatically renew at the end of each billing cycle unless cancelled prior to the renewal date. You explicitly authorize us to charge your payment method on a recurring basis.
• Payment Processing & Taxes: Payments are processed securely through third-party providers (e.g., Stripe). By providing payment information, you authorize us and our payment processor to charge applicable fees. All fees are exclusive of applicable federal, provincial, or state taxes unless otherwise stated.

6. STRICT REFUND POLICY

Except where expressly required by applicable consumer protection law:

• All payments are completely non-refundable once a billing period has commenced.
• No refunds, prorated or otherwise, will be provided for partial-month use, unused time, or failure to cancel an account before the automatic renewal date.

7. CANCELLATION

You may cancel your subscription at any time through your account settings portal.

• Cancellation takes effect at the end of your current, paid billing period.
• You will retain full access to the Service until the end of that period.
• Upon final cancellation, ClinikaPath reserves the right to permanently delete all generated care plans and account data after 30 days.

8. ACCEPTABLE USE & PLATFORM INTEGRITY

You agree not to:

• Use the Service for any unlawful, fraudulent, or malicious purposes.
• Upload prohibited content, including PHI or malicious code.
• Attempt to reverse engineer, decompile, copy, or commercially exploit the underlying generation logic, software, or UI/UX design.
• Interfere with the security, server stability, or system integrity of the Service.

9. INTELLECTUAL PROPERTY

All rights, title, and interest in the Service—including the software code, proprietary algorithms, UI/UX design (including the "Wavy Path" conceptual visualization), and branding—remain the exclusive property of ClinikaPath. You are granted a limited, non-exclusive, non-transferable, revocable license to use the Service for its intended clinical educational purposes during your active subscription.

10. SERVICE AVAILABILITY

We strive to maintain maximum uptime but do not guarantee continuous, uninterrupted, or error-free access. The Service may be modified, updated, suspended, or discontinued at any time without prior notice or liability.

11. DISCLAIMER OF WARRANTIES

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, CLINIKAPATH DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Fitness for a particular clinical purpose or outcome.
• The medical accuracy, completeness, or reliability of automatically generated content.
• Implied warranties of merchantability or non-infringement.

12. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, CLINIKAPATH, ITS FOUNDERS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR MEDICAL MALPRACTICE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Physical injury or adverse patient outcomes following a care plan generated on the platform.
• Loss of profits, clinical revenue, data, or business opportunities.

In all cases, ClinikaPath's total maximum liability to you for any claims arising out of the Service shall not exceed the total amount paid by you for the subscription in the twelve (12) months immediately preceding the claim.

13. INDEMNIFICATION

You agree to fully indemnify, defend, and hold harmless ClinikaPath and its affiliates from any claims, lawsuits, regulatory fines (including HIPAA/PIPEDA/PHIPA penalties), damages, or expenses (including legal fees) arising directly or indirectly from:

• Your clinical decisions, treatments, or advice given based on ClinikaPath care plans.
• Your explicit breach of the Zero-PHI requirement.
• Your violation of any clause within these Terms.

14. TERMINATION

We reserve the right to suspend or immediately terminate your access to the Service at any time, without notice or refund, if we determine you have violated these Terms.

15. DATA AND PRIVACY

Your use of the Service is subject to our App Privacy Policy. By using the Service, you consent to the data practices outlined in that policy, emphasizing the de-identified nature of the platform.

16. MODIFICATIONS TO TERMS

We may update these Terms periodically to reflect changes in the law or the Service. Continued use of the Service after changes are posted constitutes your binding acceptance of the revised Terms.

17. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any legal disputes or claims arising from the Service shall be resolved exclusively in the courts located in Ottawa, Ontario, Canada.

18. CONTACT

If you have questions regarding your account or these Terms, please contact:

ClinikaPath

Email: info@clinikapath.com