Termos

These Terms of Service ("Terms") are an agreement between Salisan, Inc., a Delaware corporation with its registered address at 2261 Market Street STE 38901, San Francisco, CA 94114, United States ("Salisan", "we", "us"), and the organisation that signs up for or orders Salisan ("Customer", "you"). By accepting these Terms, you confirm that you are authorised to bind the Customer.

Salisan is provided only to healthcare practices and other businesses and professionals acting in the course of their business, not to consumers. This version applies to new Customers from 4 October 2026. For existing Customers, changes take effect following the notice and other requirements in section 18.

1. Definitions

• Service: the Salisan software, apps and related services we provide under these Terms, including updates.
• Order: the plan, quantities and fees you select in the Service or agree with us in writing.
• Authorised User: a person you allow to use the Service under your account, such as your employees and contractors.
• Customer Data: data that you or your Authorised Users submit to the Service, including Patient Data, and the output the Service produces from it.
• Patient Data: personal data about patients and other individuals whose care you provide or record.
• AI Output: content generated by the AI features of the Service, such as text, summaries, transcripts and suggestions.
• DPA: our Data Processing Agreement, which forms part of these Terms.

2. The Service

2.1 Provision. We provide the Service as described in its documentation, with reasonable skill and care.

2.2 Changes. We may update the Service, provided that an update does not materially reduce the core functionality of your plan during its current subscription period.

2.3 Preview features. Features marked as preview or beta are provided as is, may change or be discontinued at any time, and are not covered by any availability commitment.

2.4 Availability and support. We aim to keep the Service available at all times but do not guarantee that it will be uninterrupted or error-free. We plan maintenance to limit disruption. Support is available through the Service and by email. Service level commitments apply only where agreed in an Order.

3. Accounts

You are responsible for your Authorised Users and for all activity under your account. Keep sign-in details confidential, give each person their own account, remove access promptly when it is no longer needed, and notify us at privacy@salisan.com without undue delay if you suspect unauthorised access.

4. Acceptable use

You will not, and will not allow anyone to:

• use the Service in breach of applicable law, professional rules or the rights of others;
• upload content you have no right to use or that contains malware;
• access accounts, data or systems that are not yours, or circumvent security or usage limits;
• test, scan or attack the Service without our written permission;
• resell, sublicense or make the Service available to anyone other than your Authorised Users;
• reverse engineer the Service, except where the law permits it;
• use the Service or AI Output to build a competing product, or to extract models or data from it;
• use AI features to generate unlawful, deceptive or harmful content, or to impersonate a person;
• submit prohibited data to AI features, or bypass a patient's AI exclusion, contrary to section 7.6.

5. Customer Data

5.1 Ownership. As between the parties, you own Customer Data. You grant us a non-exclusive licence to host, copy, process, transmit and display Customer Data as needed to provide, secure and support the Service, as permitted by these Terms and the DPA.

5.2 Data protection. For personal data in Customer Data, you are the controller and we are your processor. The DPA governs that processing and prevails over these Terms in case of conflict. We host Patient Data in the European Union.

5.3 Your responsibilities. You are responsible for the lawfulness of Customer Data and of your instructions, including having a lawful basis for processing Patient Data, informing patients, and meeting your record-keeping and professional secrecy obligations. You are also responsible for determining whether national rules on the use of cloud services in healthcare apply to you, and for complying with them.

5.4 Service statistics and help articles. You instruct us to (a) produce aggregated statistics on the use of the Service, to operate and improve it, and (b) turn resolved support requests into help articles after removing personal data, both as described in the DPA.

5.5 Usage data. We may collect technical and usage data about the Service, such as logs, performance data and AI usage records, to provide, secure, bill and improve the Service. Usage data does not include the content of Customer Data.

5.6 Export. You can export Customer Data at any time while your account is open, in a structured, commonly used and machine-readable format.

5.7 Privacy Policy. Our Privacy Policy describes how we handle personal data for which we are the controller, such as account, billing and support data.

6. Clinical use

6.1 Intended purpose. Salisan supports the documentation, administration and communication of healthcare practices. It is not intended for any medical purpose within the meaning of Article 2(1) of the EU Medical Device Regulation (EU) 2017/745, such as diagnosing, preventing, monitoring, predicting, treating or alleviating a disease, and it is not CE-marked as a medical device. You will not use the Service, or present it to anyone, for such purposes or as a source of decisions in an emergency.

6.2 Clinical responsibility. All clinical decisions, record entries and communications with patients are made by you and your Authorised Users, who remain responsible for them under their professional obligations. Your Authorised Users review records, documents and messages, including AI Output, before relying on, saving or sending them.

7. AI features

7.1 AI Output. AI Output is generated automatically and may be inaccurate, incomplete or out of date. It is a draft for review by your Authorised Users, not professional advice from Salisan.

7.2 Agent actions. The Agent asks an Authorised User to confirm before it sends an email or form, or creates, changes or cancels an appointment. Actions that an Authorised User requests or confirms are your actions.

7.3 Excluding patients. You can exclude individual patients from AI assistance. Patients under 18 are automatically excluded based on their recorded date of birth, and the exclusion cannot be removed while they are under 18. It remains in place when they reach 18 until an Authorised User explicitly removes it. An exclusion blocks AI access to the linked patient record, AI document processing and transcription. Existing Agent conversations are not changed by setting an exclusion. Keep dates of birth accurate and do not copy excluded patient data into other AI inputs.

7.4 Transparency. Where the law requires it, you inform patients and others that AI is used in their care documentation or in communications they receive.

7.5 No training. We do not use Customer Data to train AI models, and our agreements with our AI providers do not allow them to do so. AI providers may retain requests for up to 30 days to detect abuse.

7.6 Prohibited AI inputs. You must not submit, upload, record or otherwise make available to AI features:

• personal data relating to anyone under 18, including when it appears in another patient's record;
• personal government identifiers, such as BSNs, social security or national identity numbers, passport or driving licence numbers, or personal health-insurance identifiers;
• payment-card or bank-account details, passwords, API keys or other access credentials.

These restrictions apply to chat messages, pasted text, attachments, images, document processing and recordings or transcription. Before using AI, check the content and remove prohibited data or use the Service without AI processing. For patient files that must retain prohibited data, set the patient's AI exclusion before uploading them. Automated filters do not detect every instance and do not redact original documents, images or recordings before those files are sent for AI processing. These restrictions concern AI use; they do not prohibit keeping lawfully held patient records or identifiers in the Service's supported non-AI features.

8. Recording and transcription

Before recording or transcribing a conversation, you inform the participants and obtain any consent required by law or professional rules (for example under section 201 of the German Criminal Code), and you stop recording if a participant objects. Salisan does not collect or record consent on your behalf. You are responsible for recordings made by your Authorised Users, and you decide in the Service how long recordings are kept.

9. Marketplace and third-party content

9.1 Marketplace Content. The Service gives access to templates, skills, guidelines and other content published by Salisan or by third parties ("Marketplace Content"). Marketplace Content is provided for information only, not as clinical advice, and we do not warrant that it is accurate or suitable for your patients. You decide whether to use it.

9.2 Reporting. You can report Marketplace Content that you believe is unlawful to legal@salisan.com. We review reports, may remove or restrict content that is unlawful or breaches these Terms, and inform the publisher of our reasons; the publisher may ask us to reconsider.

9.3 Third-party services. Third-party services that you connect to the Service are governed by their own terms.

10. Fees and payment

10.1 Fees. You pay the fees for your plan as shown in the Service or your Order. Subscription fees are billed in advance for each subscription period (monthly or yearly). Fees exclude VAT and other applicable taxes.

10.2 AI credits. AI features use credits. Your plan includes a monthly allowance. Once it is used, your account owner can allow additional paid usage up to a monthly limit, invoiced monthly at the prices shown in the Service. When the allowance and any allowed additional usage are used up, AI features pause until the next monthly allowance. Unused credits do not carry over.

10.3 Renewal and cancellation. Subscriptions renew automatically for the same period unless cancelled before the end of the current period. Cancellation takes effect at the end of the current period. Fees already paid are non-refundable, except as stated in these Terms or required by law.

10.4 Late payment. If a payment fails, we notify you and retry it. AI features may pause 7 days after a failed payment. If the amount remains unpaid, we may limit your account to read-only access until it is paid; you can still read and export your data.

10.5 Price changes. We may change our prices with at least 30 days' notice, effective from your next subscription period. If you do not agree, you can cancel before the change takes effect.

11. Suspension

We may suspend access for an Authorised User or for your account, in whole or in part, where necessary to prevent a security risk or serious harm to the Service, other customers or third parties, if you materially breach section 4, or as described in section 10.4. We limit any suspension to what is necessary, tell you the reason where we are allowed to, and restore access once the issue is resolved.

12. Term and termination

12.1 Term. These Terms apply from your acceptance until your last subscription ends.

12.2 Termination for breach. Either party may terminate these Terms by written notice if the other party materially breaches them and does not cure the breach within 30 days of notice. If you terminate for our breach, we refund prepaid fees for the period after termination.

12.3 Switching and erasure. You may switch to another provider or have your data erased as set out in Schedule 1.

12.4 Effect of termination. After the contract ends, your workspace remains readable and exportable until your account owner closes the account, and for 30 days after that, or longer where Schedule 1 applies. We then delete Customer Data as described in the DPA, including from backups within 35 days, except data we must retain by law or to establish or defend legal claims.

12.5 Survival. Sections 5, 12.4 and 13 to 19 survive termination.

13. Intellectual property

We and our licensors own the Service, its software and documentation. Subject to these Terms, you receive a non-exclusive, non-transferable right to use the Service for your organisation during your subscription. We may use any feedback you give us without obligation to you.

14. Confidentiality

14.1 Confidential information. Each party keeps the other's confidential information confidential, uses it only to perform these Terms, and shares it only with those who need it for that purpose and are bound by confidentiality obligations. This does not apply to information that is public, already known to the recipient, lawfully received from a third party or independently developed. A party may disclose confidential information where the law requires it, with notice to the other party where permitted, subject to section 14.2 for Patient Data.

14.2 Patient Data and professional secrecy. We treat Patient Data as subject to your professional secrecy. Where section 203 of the German Criminal Code (StGB) applies, we and our personnel act as persons contributing to your professional activity under section 203(3) StGB, are aware that unauthorised disclosure is a criminal offence, and are bound to secrecy in text form, and we impose the same obligation on our subprocessors. We disclose Patient Data only on your documented instructions or where European Union or Member State law requires it, and we inform you beforehand unless that law prohibits it.

15. Warranties and disclaimers

Each party warrants that it has the authority to enter into these Terms. Except as expressly set out in these Terms and the DPA, the Service, AI Output and Marketplace Content are provided "as is" and "as available", and we disclaim all other warranties, express or implied, including fitness for a particular purpose, to the extent permitted by law.

16. Limitation of liability

16.1 Cap. Each party's total liability arising out of or in connection with these Terms, the DPA and the Service is limited to the fees you paid to us in the 6 months before the event giving rise to the claim.

16.2 Excluded damages. Neither party is liable for indirect or consequential damages, lost profits, lost revenue or loss of goodwill. Loss of data is also excluded, except where caused by our breach of our security or backup obligations, in which case it is recoverable within the cap, including the reasonable cost of restoring data from backup.

16.3 Data protection. Claims under the DPA or relating to data protection, including data breaches, are subject to this section to the extent permitted by law.

16.4 Exceptions. Nothing in these Terms limits liability for intent or conscious recklessness (opzet of bewuste roekeloosheid), fraud, death or personal injury, your payment obligations, or any other liability that cannot be limited by law.

16.5 Time limit. Claims must be notified in writing within 12 months after the claimant became aware, or should reasonably have become aware, of the event giving rise to them.

17. Indemnity

You will defend and indemnify us against third-party claims, including by patients and authorities, to the extent caused by unlawful Customer Data, by a breach of section 8, or by your use of the Service in breach of section 4 or 6 or of applicable law. This does not cover fines imposed on us for our own infringements.

18. Changes to these Terms

We may change these Terms for valid reasons, such as changes to the Service, the law or our providers. We will notify you at least 30 days before a material change takes effect, by email or in the Service. A change will not reduce the protection of Customer Data without your agreement. If you object to a material change, you may terminate before it takes effect, and we will refund prepaid fees for the period after termination.

19. General

19.1 Governing law and jurisdiction. These Terms are governed by the laws of the Netherlands, excluding the United Nations Convention on Contracts for the International Sale of Goods. The competent court in Amsterdam, the Netherlands, has exclusive jurisdiction.

19.2 Order of precedence. In case of conflict, the following order applies: the DPA (for personal data), a signed Order, these Terms, and the documentation.

19.3 Force majeure. Neither party is liable for failures caused by events beyond its reasonable control. This does not affect payment obligations.

19.4 Assignment. You may not assign these Terms without our written consent. We may assign them to an affiliate or to a successor of our business, with notice to you.

19.5 Subcontractors. We may use subcontractors and remain responsible for them. The DPA governs our use of subprocessors.

19.6 Notices. We send notices to your account owner's email address or through the Service. You send notices to legal@salisan.com, or for privacy matters to privacy@salisan.com.

19.7 Entire agreement. These Terms, the DPA and any Order are the entire agreement between the parties on their subject matter. Your purchasing terms do not apply.

19.8 Severability and waiver. If a provision is invalid, the remainder stays in force and the parties will replace the invalid provision with a valid one that comes closest to its purpose. Failure to enforce a right is not a waiver.

19.9 Language. These Terms are written in English. Translations are for convenience only; the English version prevails.

19.10 Contact. For questions about the Service, including from authorities under the EU Digital Services Act, contact legal@salisan.com, in English or Dutch. Our representative in the European Union is Mohammed Al-Azzani, the Netherlands.

Schedule 1: Switching and data erasure (EU Data Act)

1. Notice. You may terminate the Service with 2 months' notice to switch to another provider or to your own systems, or to have your data erased.
2. Transition. After the notice period, a transition period of 30 days begins, during which we provide reasonable assistance. If this is technically not feasible, we will tell you within 14 working days and propose a period of no more than 7 months. You may extend the transition period once.
3. Retrieval. After the transition period, you have at least 30 days to retrieve your data before it is deleted.
4. Charges. Switching and data retrieval are free of charge. Prepaid fees for the period after the contract ends are refunded.
5. Exportable data. Patient records, documents, letters, emails, files, recordings, current transcripts, forms and responses, care plans, appointments and settings included in the Service's export, with their metadata and document version history, and, for an export of the whole organisation, its audit records.
6. Not exportable. Agent conversations, unsaved drafts, notifications and internal operating data such as logs.