Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a binding legal agreement between you and Speer Health regarding your use of our software platform and website (the "Service"). By accessing or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of an organization (a "Customer"), you agree to these Terms on behalf of that organization.

2. The Speer Health Service

Speer Health provides a SaaS platform for managing clinical workflows and analyzing health data.

• License: Subject to these Terms and payment of fees, we grant you a non-exclusive, non-transferable, limited license to access and use the Service for your internal business purposes.
• Modifications: We reserve the right to modify or discontinue features of the Service at any time, with reasonable notice provided for material changes.

3. Medical Disclaimer

Speer Health is a technology provider, not a medical professional.

• The Service and any insights, data, or analytics generated are for informational and administrative purposes only.
• The Service is not intended to diagnose, treat, cure, or prevent any disease.
• Users are solely responsible for verifying the accuracy of any data used for medical decision-making.
• Speer Health disclaims all liability for medical outcomes resulting from the use of our software.

4. User Obligations

You agree strictly NOT to:

• Upload Personal Health Information (PHI) unless explicitly permitted by a signed Business Associate Agreement (BAA).
• Reverse engineer, decompile, or attempt to extract the source code of the platform.
• Share your login credentials with unauthorized third parties.
• Use the Service to build a competing product or service.

5. Intellectual Property

• Speer Health IP: All rights, title, and interest in the Service, including software, algorithms, UI design, and documentation, remain the exclusive property of Speer Health.
• Customer Data: You retain all rights to the data you upload to the Service. You grant Speer Health a limited license to host, copy, and display this data solely as required to provide the Service to you.

6. Confidentiality

Both parties agree to maintain the confidentiality of non-public information exchanged during the term of this agreement. This includes proprietary algorithms (ours) and business data (yours).

7. Limitation of Liability

To the maximum extent permitted by law:

• Speer Health shall not be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits or data).
• Our total liability for any claim arising out of these terms shall not exceed the amount paid by you to Speer Health in the twelve (12) months preceding the claim.

8. Warranties and Disclaimers

The Service is provided "AS IS" and "AS AVAILABLE" without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the Service will be uninterrupted or error-free.

9. Termination

We may suspend or terminate your access to the Service immediately if you breach these Terms. Upon termination, your right to use the Service will cease, and you may request the return of your data within 30 days.

10. Governing Law

These Terms shall be governed by the laws of the State of Delaware, United States. Any disputes arising under these Terms shall be resolved in the courts of Delaware.

11. Contact Information

If you have questions regarding these Terms, please contact MShibly@SpeerHealth.ai.