# Terms of Service — Medroxa

**Last updated:** July 13, 2026  
**Effective date:** July 13, 2026

## 1. Agreement to terms

These Terms of Service (“**Terms**”) govern access to and use of the Medroxa clinical decision-support platform (the “**Service**”) operated by Medroxa (“**we**,” “**us**,” or “**our**”).

By creating an account, signing in, continuing with Google, subscribing to a paid plan, or submitting a clinical analysis, you agree to these Terms and our [Privacy Policy](/legal/privacy-policy.md).

If you use the Service on behalf of an organization, you represent that you have authority to bind that organization, and “**you**” includes the organization.

**Order of precedence (enterprise):** For customers with a signed **Order Form**, **Master Services Agreement (MSA)**, **Data Processing Agreement (DPA)**, or **Business Associate Agreement (BAA)**, those documents control over these Terms where they conflict.

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## 2. Service description

Medroxa provides **preliminary clinical decision-support** for licensed pharmacists, prescribers, and authorized pharmacy/clinical staff, including:

- Medication therapy management (MTM) tools
- Drug interaction, dosing, allergy, and side-effect analysis
- Prescription reading and medical document OCR
- Medical imaging OCR and clinical calculators
- AI-assisted reference and transcription features

The Service is **not** a substitute for professional medical judgment, diagnosis, treatment, or emergency care. All outputs are **drafts** requiring independent verification by a licensed clinician.

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## 3. Eligibility and authorized users

### 3.1 Who may use the Service

- Licensed or supervised pharmacy and clinical professionals, or staff authorized by their employer
- Users **18 years of age or older**
- Users in jurisdictions where the Service may lawfully be offered

### 3.2 Account types

| Type | Description |
|------|-------------|
| **Individual** | Self-serve registration (email or Google) |
| **Team** | Multi-seat subscription with shared organizational use |
| **Enterprise** | Custom deployment, BAA/DPA, SSO, audit export, and dedicated support (by agreement) |

### 3.3 Administrator responsibilities (Team / Enterprise)

Organization administrators are responsible for:

- Issuing and revoking user access
- Ensuring workforce training on de-identification and appropriate use
- Executing BAA/DPA before PHI is processed, where required
- Compliance with applicable pharmacy, medical, and privacy regulations

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## 4. Acceptable use

You agree **not** to:

- Enter patient data without legal authorization or a executed BAA where PHI is involved
- Use prescription tools for **controlled or scheduled substances**
- Deploy the Service publicly without access controls
- Rely on AI output as definitive diagnosis, prescribing, or treatment without clinician review
- Reverse engineer, scrape, or overload the Service (except as permitted by law)
- Share credentials or circumvent usage limits or entitlements
- Upload malware, unlawful content, or data you are not authorized to process
- Misrepresent credentials, licensure, or affiliation

We may suspend or terminate access for violations, abuse, or security risk.

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## 5. Clinical and AI disclaimers

### 5.1 Not medical advice

Outputs are for **educational and clinical decision-support purposes only**. They do **not** replace human clinical judgment or guide individual patient care without licensed review.

### 5.2 Artificial intelligence

You acknowledge that:

- Outputs are generated by **artificial intelligence** (Microsoft Azure OpenAI and related models per deployment), not a human healthcare professional
- AI may produce errors, omissions, or outdated information
- **Human review is mandatory** before any clinical action
- Controlled substances **cannot** be processed in prescription generation tools

See [Legal Notices & Disclaimer](/legal/legal-notices-disclaimer.md) for full warranty and liability disclaimers.

### 5.3 Your responsibility

**You and your employing organization** remain solely responsible for clinical decisions, regulatory compliance, and patient safety.

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## 6. Health data and privacy

Use of the Service is governed by our [Privacy Policy](/legal/privacy-policy.md) and [Clinical Data Consent](/legal/clinical-data-consent.md).

**You agree to:**

- Enter **de-identified** clinical context unless PHI processing is authorized under a BAA
- Not submit unnecessary identifiers (names, national IDs, phone numbers, etc.)
- Maintain appropriate organizational policies for workforce use

**Default technical posture:** Clinical content in tool forms is processed in server memory for the request duration and is not stored in a clinical database unless configured for enterprise retention.

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## 7. Enterprise, HIPAA, and business associate terms

### 7.1 HIPAA and PHI

Medroxa supports **HIPAA-aligned controls** when deployed with appropriate agreements. The Service is **not automatically HIPAA-compliant** for all use cases.

- Processing **PHI** on behalf of a covered entity requires a countersigned **[Business Associate Agreement (BAA)](/legal/baa-agreement.md)**
- Stripe processes **billing data only**, not clinical PHI in prompts
- Azure OpenAI PHI processing requires an eligible **Microsoft BAA** and compliant regional deployment

### 7.2 Enterprise features (by agreement)

Enterprise plans may include:

- Custom DPA and BAA execution
- Audit log export
- Regional data residency options
- SSO / directory integration (roadmap)
- Dedicated support and security review
- Custom retention and subprocessors notice

Contact us for an **Order Form** or enterprise quote.

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## 8. Subscriptions, billing, and refunds

### 8.1 Paid plans

Paid tiers (Essential, Professional, Clinical, Hospital) are billed **monthly or annually** through **Stripe Checkout** and the **Stripe Customer Portal**. Hospital is **custom / contact-us** and is not sold via self-serve checkout.

- Prices are displayed on the pricing page and in-app before checkout
- Subscriptions **renew automatically** until canceled
- Taxes may apply based on your jurisdiction

### 8.2 Refunds

You may request a **full refund within 14 days** of your first paid subscription charge if you have not substantially used paid-tier limits (more than **50 clinical runs** or **5 vision uploads**). Contact support with your account email.

After 14 days, fees are **non-refundable** except where required by applicable law. Downgrading does not entitle you to a prorated refund unless mandated by law.

### 8.3 Cancellation

You may cancel anytime via the Stripe Customer Portal or by contacting support. Access continues until the end of the current billing period, then reverts to the **Free** tier (subject to Free tier limits).

### 8.4 Free tier

The Free tier includes limited tools and daily usage caps. We may adjust Free tier limits with reasonable notice. Abuse may result in suspension.

### 8.5 PCI

Card data is handled exclusively by Stripe (PCI DSS). Medroxa does not store card numbers.

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## 9. Intellectual property

### 9.1 Our IP

The Service, software, documentation, branding, and clinical prompt libraries are owned by Medroxa or its licensors. These Terms grant a limited, non-exclusive, non-transferable license to use the Service during your subscription or account term.

### 9.2 Your content

You retain ownership of clinical inputs you submit. You grant Medroxa a limited license to process inputs **solely to provide the Service** and as described in the Privacy Policy. We do not claim ownership of your clinical content.

### 9.3 Feedback

Suggestions or feedback may be used to improve the Service without obligation to you.

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## 10. Confidentiality

Each party will protect the other’s confidential information with reasonable care. Clinical inputs are treated as confidential and processed per the Privacy Policy and any executed DPA/BAA.

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## 11. Service availability and support

### 11.1 Availability

We strive for reliable operation but do **not** guarantee uninterrupted access. Maintenance, third-party outages (Azure, Stripe), or force majeure may affect availability.

**Enterprise SLAs** (uptime credits, response times) are available only under a signed enterprise agreement.

### 11.2 Support

Standard support: email and in-app contact. Enterprise customers may receive prioritized support per Order Form.

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## 12. Limitation of liability

**TO THE MAXIMUM EXTENT PERMITTED BY LAW:**

- THE SERVICE IS PROVIDED **“AS IS”** AND **“AS AVAILABLE”** WITHOUT WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT
- MEDROXA IS **NOT LIABLE** FOR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR CLINICAL OUTCOMES
- **TOTAL LIABILITY** FOR ALL CLAIMS IN ANY 12-MONTH PERIOD IS LIMITED TO THE GREATER OF (A) AMOUNTS YOU PAID TO MEDROXA IN THAT PERIOD OR (B) **USD $100**, EXCEPT WHERE LIABILITY CANNOT BE LIMITED BY LAW

Nothing in these Terms limits liability for fraud, gross negligence, or death/personal injury caused by negligence where prohibited by law.

**Clinical liability** remains with the authorized user and their employing organization.

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## 13. Indemnification

You agree to indemnify and hold Medroxa harmless from claims arising from:

- Your clinical decisions or misuse of outputs
- Unauthorized PHI submission or breach of your organization's policies
- Violation of these Terms or applicable law
- Infringement caused by content you submit

Enterprise agreements may modify indemnification scope.

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## 14. Term and termination

### 14.1 Term

These Terms apply while you have an active account or subscription.

### 14.2 Termination by you

You may stop using the Service and cancel subscriptions at any time.

### 14.3 Termination by us

We may suspend or terminate access for Terms violations, non-payment, security risk, or discontinuation of the Service (with reasonable notice where practicable).

### 14.4 Effect of termination

Upon termination, your right to use the Service ends. Provisions that by nature should survive (liability limits, indemnity, IP, governing law) survive. PHI return/destruction is governed by the BAA/DPA where applicable.

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## 15. Export and sanctions

You may not use the Service in violation of U.S. export controls, sanctions, or applicable trade restrictions.

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## 16. Governing law and disputes

These Terms are governed by the laws of the **State of California, United States**, without regard to conflict-of-law principles, unless your enterprise agreement specifies otherwise.

Disputes should first be addressed through good-faith support contact. Where permitted, parties agree to **binding arbitration** or courts in **Alameda County, California**, except for injunctive relief for IP or confidentiality breaches.

**EU/UK consumers** may retain mandatory rights under local consumer protection law.

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## 17. Changes to terms

We may update these Terms. Material changes will be posted with an updated **Last updated** date. Continued use after notice constitutes acceptance where permitted. Enterprise customers may receive direct notice per contract.

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## 18. Contact

**Terms, billing, and enterprise inquiries**

**Mohammadamin Asadirad**  
Cell: (209) 684-2978  
Cell: (925) 529-2345  
Email: [support@medroxa.com](mailto:support@medroxa.com)

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## 19. Related documents

- [Privacy Policy](/legal/privacy-policy.md)
- [Clinical Data Consent](/legal/clinical-data-consent.md)
- [Legal Notices & Disclaimer](/legal/legal-notices-disclaimer.md)
- [Business Associate Agreement (BAA)](/legal/baa-agreement.md)

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*This document is a technical compliance template. It does not constitute legal advice. Consult qualified legal counsel for binding compliance decisions.*
