Terms & Conditions

TriageAI, LLC

Effective Date: August 26, 2025

Last Updated: March 3, 2026

Welcome to TriageAI. These Terms of Use ("Terms") govern your use of the TriageAI, LLC ("TriageAI," "we," "us," or "our") website, platform, and services located at www.triageai.us (collectively, the "Services").

BY ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

1. ARBITRATION NOTICE AND CLASS ACTION WAIVER

YOU AGREE THAT DISPUTES BETWEEN YOU AND TRIAGEAI WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION IN THE STATE OF INDIANA, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. NOTWITHSTANDING THE FOREGOING, EITHER PARTY MAY SEEK EMERGENCY INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM A COURT OF COMPETENT JURISDICTION WHERE NECESSARY TO PREVENT IRREPARABLE HARM, INCLUDING BUT NOT LIMITED TO CLAIMS INVOLVING INTELLECTUAL PROPERTY INFRINGEMENT, UNAUTHORIZED ACCESS TO SYSTEMS, OR IMMINENT DATA BREACH. SUCH COURT ACTION SHALL NOT BE DEEMED A WAIVER OF THE RIGHT TO ARBITRATE THE UNDERLYING DISPUTE.

2. NO EMERGENCY USE

DO NOT USE THE SERVICES FOR EMERGENCY MEDICAL NEEDS. IF YOU OR A PATIENT EXPERIENCES A MEDICAL EMERGENCY, CALL 9-1-1 IMMEDIATELY. TriageAI is an administrative triage tool and is not monitored for real-time emergency response.

You acknowledge and agree that TriageAI's AI-powered triage prioritization is an administrative workflow tool only and does not constitute a clinical emergency identification or response system. CE is solely responsible for establishing, maintaining, and enforcing its own internal protocols for identifying and responding to patient emergencies, including emergencies that may be communicated via voicemail or other electronic channels processed by the Services. TriageAI shall have no liability for any failure to identify, escalate, or respond to a medical emergency communicated through the Services, and CE agrees that it will not rely on the Services as a substitute for its own emergency identification and response procedures.

3. NO MEDICAL ADVICE; AI LIMITATIONS

TriageAI is a technology service provider, not a healthcare provider.

Administrative Tool Only: Our Services use Artificial Intelligence (AI) to transcribe and summarize patient communications. These are administrative tools designed to assist clinical workflows and do not constitute medical advice, diagnosis, or treatment recommendations.

AI Imperfections: You acknowledge that AI technology, including Large Language Models (LLMs), may produce "Transcription Errors" (inaccuracies arising from automated speech recognition or natural language processing, including errors from poor audio quality, background noise, or incomplete patient statements) or "AI Hallucinations" (outputs that are factually incorrect, fabricated, or inconsistent with the input data). These imperfections are inherent characteristics of AI technology and do not indicate a malfunction or breach of TriageAI's obligations.

REQUIRED CLINICAL REVIEW: You agree that it is your sole and absolute responsibility to have a licensed clinical professional independently review, verify, and exercise professional judgment over all AI-generated outputs before taking any clinical action. TriageAI shall have no liability for clinical outcomes arising from your failure to verify AI outputs.

No Security Incident: Transcription Errors and AI Hallucinations, as defined above, do not constitute a Security Incident or Breach under HIPAA, provided that TriageAI's systems are functioning as designed and within their documented operational parameters. CE's sole remedy for concerns regarding output accuracy is the independent clinical review obligation described above.

4. NO PROVIDER-PATIENT RELATIONSHIP

Your use of TriageAI does not create a provider-patient relationship between TriageAI and any individual. Healthcare professionals remain solely responsible for their interactions with patients and for all clinical decision-making.

5. PRIVACY, HIPAA, AND DATA USAGE

BAA Incorporation: If you are a "Covered Entity" under HIPAA, our relationship is governed by the Business Associate Agreement (BAA) executed between us, which is incorporated here by reference. In the event of any conflict between these Terms and the BAA with respect to the handling of Protected Health Information (PHI), the BAA shall control.

Infrastructure and Subprocessors: TriageAI utilizes HIPAA-eligible third-party infrastructure providers and AI Model Providers to deliver the Services, including but not limited to Amazon Web Services (AWS), RingCentral, and HIPAA-eligible AI model infrastructure providers. All such subprocessors are bound by written Business Associate Agreements with TriageAI that prohibit the use of CE's PHI for training general-purpose or base AI models. A current list of TriageAI's material subprocessors is available at https://www.triageai.us/sub. TriageAI reserves the right to update its subprocessor list from time to time with reasonable prior notice to CE.

De-identified Data: You grant TriageAI a non-exclusive, royalty-free license, during the term of your subscription and following termination as set forth herein, to use de-identified data (data stripped of all 18 HIPAA identifiers in accordance with 45 CFR § 164.514) to train, tune, and improve our AI models and platform. We never use identifiable Protected Health Information (PHI) to train general-purpose AI models. You may opt out of de-identified data use for AI model training purposes upon written notice to TriageAI at info@triageai.us. Such opt-out shall take effect within thirty (30) days of receipt of written notice and shall apply prospectively; it does not require TriageAI to modify or retrain models previously developed using de-identified data derived from your account.

Data Retention and Deletion: Upon termination or expiration of your subscription, TriageAI will handle the return and destruction of PHI in accordance with the terms of your BAA. TriageAI's obligations with respect to data retention, return, and destruction following termination are governed exclusively by your BAA. You are encouraged to review Section G.4 of your BAA for a complete description of these obligations.

6. USER RESPONSIBILITIES

You agree to use the Services only for lawful clinical and administrative purposes. You shall not:

Provide false or misleading information to the AI models.
Reverse-engineer, decompile, or attempt to extract the source code or underlying algorithms of the TriageAI platform.
Circumvent any security measures or access controls.
Use the Services in a manner that violates HIPAA or the rights of any third party.
Attempt to obtain bulk data exports, statistical samples, model inputs, model outputs, or system logs beyond what is expressly permitted under your BAA.
Use the Services as a substitute for independent clinical judgment or emergency response procedures.

7. INTELLECTUAL PROPERTY

TriageAI owns all rights, titles, and interests in the Services, including all software, AI model configurations, proprietary algorithms, and "Structured Case" formats. You are granted a limited, non-exclusive, non-transferable license to access the Services during your subscription term. Nothing in these Terms grants you any right to access, copy, modify, or distribute TriageAI's underlying technology, model weights, platform architecture, or proprietary methodologies.

8. DISCLAIMER OF WARRANTIES

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, TRIAGEAI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE ACCURACY OF AI-GENERATED TRANSCRIPTIONS, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE AI WILL BE ERROR-FREE OR THAT HALLUCINATIONS WILL NOT OCCUR.

Notwithstanding the foregoing, TriageAI maintains commercially reasonable uptime targets, disaster recovery processes, and business continuity measures consistent with HIPAA requirements and industry practices applicable to similarly situated healthcare SaaS vendors. These measures are designed to protect the availability, integrity, and confidentiality of PHI but do not constitute a warranty of uninterrupted or error-free service.

9. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRIAGEAI'S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF THESE TERMS SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM; OR (B) $50,000. THIS LIMITATION APPLIES TO ALL THEORIES OF LIABILITY, INCLUDING CONTRACT, TORT, OR NEGLIGENCE, AND TO ALL CLAIMS IN THE AGGREGATE.

IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR LOSS OF BUSINESS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, EXCEPT IN CASES OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

THE FOREGOING LIMITATIONS SHALL NOT APPLY TO DAMAGES ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR INTENTIONAL BREACH OF CONFIDENTIALITY OBLIGATIONS.

10. INDEMNIFICATION

Mutual Indemnification: Each party agrees to indemnify, defend, and hold harmless the other party and its officers, directors, employees, agents, and successors from and against any claims, losses, damages, and expenses (including reasonable attorneys' fees) arising directly out of or related to that party's own acts or omissions, including but not limited to:

You agree to indemnify TriageAI for:

Your misuse of the Services or violation of these Terms.
Your clinical decisions made based on AI outputs without independent clinical review.
Your violation of HIPAA or any applicable law.
Any claim by a third party arising from your use of the Services in a manner not authorized by these Terms.

TriageAI agrees to indemnify you for:

TriageAI's material breach of its HIPAA obligations under your BAA.
TriageAI's gross negligence or willful misconduct in the delivery of the Services.
Any claim by a third party arising from TriageAI's unauthorized use or disclosure of PHI.

Neither party shall be obligated to indemnify the other for claims, losses, or damages caused by or resulting from the other party's own acts, omissions, negligence, or willful misconduct.

11. FORCE MAJEURE

Neither party shall be liable to the other for any delay or failure to perform its obligations under these Terms to the extent such delay or failure is caused by circumstances beyond that party's reasonable control, including but not limited to acts of God, natural disasters, pandemic, war, terrorism, civil unrest, government action, power failures, internet or telecommunications outages, or failures of third-party infrastructure providers including cloud service providers. This provision shall not excuse either party's obligations with respect to the protection of PHI, which shall remain in effect regardless of force majeure conditions. In the event of a force majeure event affecting the availability of the Services, TriageAI will use commercially reasonable efforts to restore service as promptly as practicable and will notify CE of the nature and expected duration of the disruption.

12. SERVICE AVAILABILITY

TriageAI targets commercially reasonable service availability consistent with healthcare SaaS industry standards and maintains disaster recovery and business continuity processes as described in Section 8 of these Terms and in your BAA. TriageAI does not guarantee uninterrupted access to the Services and shall not be liable for service interruptions caused by scheduled maintenance, infrastructure provider outages, or force majeure events as described in Section 11. TriageAI will use commercially reasonable efforts to provide advance notice of scheduled maintenance that may affect service availability.

13. TERMINATION

Termination for Convenience: Either party may terminate access to the Services upon sixty (60) days prior written notice to the other party, subject to the terms of any applicable Service Agreement governing fees and service continuity.

Termination for Cause: TriageAI may suspend or terminate your access to the Services immediately upon written notice if you materially breach these Terms, violate HIPAA, or engage in conduct that poses a risk to the security or integrity of the Services or the PHI of other clients.

Effect of Termination: Upon termination, your license to access the Services shall immediately terminate. The handling of PHI following termination shall be governed exclusively by your BAA. Sections 3, 4, 7, 8, 9, 10, 11, 14, and 15 of these Terms shall survive termination.

14. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms are governed by the laws of the State of Indiana, without regard to conflict of laws principles. Any dispute not resolved through good faith informal negotiation within thirty (30) days of written notice shall be submitted to binding arbitration under the rules of the American Arbitration Association (AAA) in the State of Indiana. Notwithstanding the foregoing, either party may seek emergency injunctive or equitable relief from a court of competent jurisdiction as set forth in Section 1 of these Terms.

15. MISCELLANEOUS

Severability: If any provision is found unenforceable, the remaining provisions stay in effect.

Entire Agreement: These Terms, the Privacy Policy, and your BAA constitute the entire agreement between you and TriageAI with respect to the subject matter hereof.

No Waiver: Failure by either party to enforce any provision of these Terms shall not constitute a waiver of that party's right to enforce such provision or any other provision in the future.

Amendment: TriageAI reserves the right to update these Terms from time to time. Material changes will be communicated to active subscribers via email at least thirty (30) days prior to taking effect. Your continued use of the Services following notice of updated Terms constitutes acceptance of the revised Terms.

Assignment: You may not assign your rights or obligations under these Terms without TriageAI's prior written consent. TriageAI may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets upon written notice to you.

16. CONTACT INFORMATION

For general questions regarding these Terms: Email: info@triageai.us Website: www.triageai.us

For privacy-related inquiries, HIPAA concerns, or to exercise your rights under your BAA:

Privacy Officer: Phill Penny, DO Email: info@triageai.us