Terms and Conditions

Effective Date: July 9, 2026 Last Updated: July 9, 2026

These Terms and Conditions (“Terms”) govern access to and use of the website, products, and services (the “Services”) provided by AI Potline LLC, a Delaware limited liability company with a registered address at 131 Continental Dr, Suite 305, Newark, Delaware 19713 (“AI Potline,” “Company,” “we,” “us,” or “our”). By accessing our website, creating an account, or using the Services, you (“Customer,” “you,” or “your”) agree to be bound by these Terms. If you do not agree, do not use the Services.

These Terms are intended primarily for our business customers (healthcare providers, health plans, and other organizations, and their authorized users) rather than for individual patients or plan members, who should direct questions to their own healthcare provider or health plan.

1. Eligibility

You must be at least 18 years old and have the authority to bind the organization you represent to use the Services. By using the Services, you represent that you meet these requirements.

2. The Services

AI Potline provides software and/or services to healthcare providers, health plans, and other organizations, as described on our website or in an applicable order form, statement of work, or subscription agreement (“Order”). We may update, modify, or discontinue features of the Services from time to time, provided we don’t materially reduce core functionality during a paid subscription term without notice.

3. Accounts

You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. Notify us immediately at info@aipotline.com of any unauthorized use. We are not liable for losses caused by unauthorized use of your account resulting from your failure to safeguard your credentials.

4. Fees and Payment

Fees for the Services are set out in the applicable Order. Unless otherwise specified in an Order, invoices are issued monthly, during either the last week of the current month or the first week of the following month. Payment is due within 30 days of the invoice date. 10% of total payable bill  “Late payments accrue interest at 1.5% per month or the maximum rate permitted by law, whichever is lower.” Unless stated otherwise, fees are non-refundable. We may suspend Services for non-payment after providing reasonable notice.

5. Customer Responsibilities

You agree to:

  • Use the Services only for lawful business purposes and in accordance with these Terms and any applicable Order;
  • Provide accurate information necessary for us to deliver the Services;
  • Obtain any consents or authorizations required under applicable law before submitting data (including any health information) to the Services;
  • Not use the Services in a manner that violates HIPAA, other applicable healthcare or privacy laws, or the terms of your own agreements with patients, members, or regulators.

6. Protected Health Information and HIPAA

Where your use of the Services involves the creation, receipt, maintenance, or transmission of Protected Health Information (“PHI”) on your behalf, that processing is governed by a separate Business Associate Agreement (“BAA”) between you and AI Potline, not by these Terms. If there is a conflict between these Terms and an executed BAA regarding the handling of PHI, the BAA controls. If you intend to submit PHI to the Services and have not signed a BAA with us, contact us before doing so at info@aipotline.com.

7. Acceptable Use

You will not, and will not permit others to:

  • Reverse engineer, decompile, or attempt to derive source code from the Services, except as permitted by law;
  • Use the Services to build a competing product;
  • Introduce viruses, malware, or other harmful code;
  • Attempt to gain unauthorized access to the Services or related systems;
  • Use the Services to violate any applicable law, including healthcare, privacy, or data protection laws;
  • Resell, sublicense, or provide the Services to third parties without our written consent.

8. Intellectual Property

The Services, including all software, design, text, and content (excluding Customer Data, defined below), are owned by AI Potline or our licensors and protected by intellectual property laws. These Terms grant you a limited, non-exclusive, non-transferable right to use the Services during your subscription term, subject to these Terms and any applicable Order. We grant no other rights by implication.

“Customer Data” means data and content you or your authorized users submit to the Services. You retain all rights to Customer Data. You grant us a limited license to host, process, and use Customer Data solely to provide, maintain, and improve the Services, and as otherwise permitted by these Terms, an applicable Order, or a BAA.

9. Confidentiality

Each party may access confidential information of the other in connection with the Services. Each party agrees to protect the other’s confidential information with the same degree of care it uses for its own confidential information (and no less than reasonable care), and to use it only as needed to perform under these Terms. This section does not limit either party’s obligations under an applicable BAA regarding PHI, which govern PHI specifically.

10. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, AI POTLINE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

The Services are administrative and technical tools; they are not a substitute for professional medical, legal, or compliance judgment. Customer remains solely responsible for clinical, coverage, billing, and compliance decisions made using the Services.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS OR REVENUE, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO AI POTLINE IN THE [TWELVE (12)] MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

These limitations will not apply to: (a) either party’s indemnification obligations; (b) a party’s breach of confidentiality obligations; (c) a party’s gross negligence or willful misconduct; or (d) amounts owed under a BAA relating to PHI breach obligations, to the extent such limitation would be unenforceable under applicable law.

12. Indemnification

Each party will indemnify, defend, and hold harmless the other from third-party claims arising from its breach of these Terms, violation of applicable law, or (in AI Potline’s case) infringement of a third party’s intellectual property rights by the Services as provided, subject to the indemnified party providing prompt notice, cooperation, and control of defense to the indemnifying party.

13. Term and Termination

These Terms remain in effect while you use the Services or for the term specified in an applicable Order. Either party may terminate for the other’s uncured material breach after 30 business days’ written notice. Upon termination, your right to use the Services ends, and Sections 8-12 and 14-17 will survive. Return or destruction of PHI upon termination is governed by the applicable BAA.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Services will be subject to the exclusive jurisdiction and venue of the state and federal courts located in Delaware, and each party consents to personal jurisdiction in those courts and waives any objection based on inconvenient forum. Nothing in this section limits either party’s right to seek injunctive relief for misuse of intellectual property or confidential information.

15. Changes to These Terms

We may update these Terms from time to time. We will post the updated version here with a revised “Last Updated” date, and will provide additional notice (e.g., email) for material changes affecting active subscriptions, as required by an applicable Order. Continued use of the Services after changes take effect constitutes acceptance.

16. General

  • Entire Agreement: These Terms, together with any applicable Order and BAA, are the entire agreement between you and AI Potline regarding the Services, superseding prior agreements on the subject matter.
  • Assignment: Neither party may assign these Terms without the other’s consent, except in connection with a merger, acquisition, or sale of substantially all assets.
  • Severability: If any provision is found unenforceable, the remaining provisions remain in effect.
  • No Waiver: Failure to enforce a provision is not a waiver of the right to enforce it later.
  • Force Majeure: Neither party is liable for delays or failures due to events beyond its reasonable control.

17. Contact Us

Questions about these Terms can be directed to:

AI Potline LLC

Mailing Adress: 131 Continental Dr, Suite 305, Newark, Delaware 19713  Email: info@aipotline.com

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