Terms & conditions

6 May 2024

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Burna AI, Inc. ("Burna AI," "we," "us," or "our") governing your access to and use of our healthcare AI platform, services, software, mobile applications, and related documentation (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not access or use our Services.

2. Description of Services

Burna AI provides AI-powered clinical intelligence tools designed to support healthcare professionals in clinical documentation and workflow optimization.

Current Services

CTCAE AI: Automated adverse event grading for oncology clinical trials, including:

CTCAE grading (v5.0 and v6.0) with citation to source criteria
Multi-drug attribution using WHO-UMC and Kramer causality algorithms
Clinical guidelines integration
Patient self-reporting module for continuous CTCAE grading

Service Limitations

Our Services are clinical decision support tools and do not replace clinical judgment
All AI-generated content must be reviewed and validated by qualified healthcare professionals
AI suggests, clinicians decide

3. Eligibility and Account Registration

3.1 Eligibility

Our Services are intended for:

Licensed healthcare providers and organizations
Clinical research professionals and coordinators
Healthcare technology companies with legitimate business needs
Authorized representatives of covered entities under HIPAA

3.2 Account Registration

To access our Services, you must:

Provide accurate, complete, and current registration information
Maintain the confidentiality of your account credentials
Promptly update your account information as needed
Be at least 18 years of age

3.3 Account Responsibility

You are responsible for:

All activities that occur under your account
Maintaining the security of your login credentials
Promptly notifying us of any unauthorized access or security breaches
Ensuring authorized users within your organization comply with these Terms

4. Acceptable Use Policy

4.1 Permitted Uses

You may use our Services solely for:

Legitimate healthcare documentation and clinical workflow purposes
Supporting clinical research and adverse event grading
Improving patient care quality and clinical efficiency
Integrating with your authorized healthcare systems

4.2 Prohibited Uses

You may not use our Services to:

Violate any applicable laws, regulations, or healthcare standards
Process data for non-healthcare or unauthorized commercial purposes
Attempt to reverse engineer, decompile, or disassemble our software
Interfere with or disrupt the integrity or performance of our Services
Access accounts, data, or systems without authorization
Use automated scripts or bots without permission
Transmit viruses, malware, or other harmful code
Violate the privacy rights of patients or other individuals
Make clinical decisions solely based on AI recommendations without appropriate medical oversight

4.3 Healthcare-Specific Requirements

All AI-generated content must be reviewed and validated by qualified healthcare professionals before use in patient care
Patient safety protocols must be followed at all times
Adverse events or safety concerns must be reported promptly to appropriate authorities
You are responsible for obtaining appropriate patient consent for use of AI documentation tools

5. Data and Privacy

5.1 Data Ownership

You retain ownership of all data you input into our Services
We do not claim ownership of your clinical data or patient information
You grant us a limited license to process your data solely to provide our Services

5.2 Data Protection

All data processing complies with HIPAA and applicable privacy laws
We maintain Business Associate Agreements where required
Data is encrypted in transit (TLS 1.3) and at rest (AES-256)
See our Privacy Policy for complete details on data handling

5.3 Data Usage

We may use aggregated, de-identified data to:

Improve our AI models and service performance
Conduct research and development
Generate industry insights and benchmarks

We will never sell your personal information or use identifiable patient data for purposes other than providing the Services without explicit authorization.

6. Intellectual Property Rights

6.1 Burna AI Property

We retain all rights, title, and interest in:

Our software platform, algorithms, and AI models
Our trademarks, service marks, and brand elements
Our proprietary methodologies and processes
All improvements and enhancements to our Services

6.2 Customer Data

You retain all rights to your data. We claim no ownership of content you create or process through our Services.

6.3 Feedback

Any feedback, suggestions, or improvement ideas you provide may be used by us without restriction or compensation to improve our Services.

7. Service Availability

7.1 Availability Target

We strive to maintain high availability for our Services. Scheduled maintenance will be communicated in advance when possible.

7.2 Support

We provide:

Email support at contact@burna.ai
Response within 2 business days for general inquiries
Priority response for critical issues affecting patient safety or data security

7.3 No Guaranteed Uptime

As an early-stage platform, we do not guarantee specific uptime percentages. We will make commercially reasonable efforts to maintain service availability and will communicate promptly about any significant outages.

8. Payment Terms

8.1 Fees

Service fees are as specified in your subscription agreement or order form
If Services are offered free during a pilot or beta period, this will be clearly communicated
Fees may be adjusted with 60 days' written notice

8.2 Billing

Subscription fees are billed in advance on a monthly or annual basis
Payment is due within 30 days of invoice date
Late payments may result in suspension of Services

8.3 Refunds

Fees are generally non-refundable except as required by law
Pro-rated refunds may be provided at our discretion for annual subscriptions terminated early

8.4 Free Tier

If you are using a free version of our Services:

Free access may be limited in features, usage, or duration
We reserve the right to modify or discontinue free offerings with notice
These Terms still apply to free usage

9. Mobile Application Terms

9.1 App Store

If you download our mobile application from the Apple App Store or Google Play Store:

These Terms are between you and Burna AI, not Apple or Google
Apple and Google have no obligation to provide support or maintenance
Apple and Google are not responsible for any claims related to the app

9.2 License

We grant you a limited, non-exclusive, non-transferable license to use our mobile application on devices you own or control, subject to these Terms.

9.3 Updates

We may release updates to improve functionality or security
Some updates may be required to continue using the Services
You are responsible for keeping the app updated

10. Compliance and Regulatory Requirements

10.1 HIPAA Compliance

For customers subject to HIPAA:

We will enter into a Business Associate Agreement (BAA)
All Protected Health Information (PHI) will be handled in accordance with HIPAA requirements
We maintain appropriate administrative, physical, and technical safeguards

10.2 Clinical Decision Support

Our Services are clinical decision support tools, not FDA-cleared medical devices
All clinical recommendations must be independently verified by qualified healthcare professionals
Clinical decisions remain the sole responsibility of the treating healthcare provider
Our Services do not diagnose, treat, or prevent any disease

10.3 International Compliance

GDPR compliance for European users
Data transfer protections (Standard Contractual Clauses) where applicable

11. Disclaimers

11.1 Service Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING:

MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
ACCURACY, COMPLETENESS, OR RELIABILITY OF AI-GENERATED CONTENT
UNINTERRUPTED OR ERROR-FREE OPERATION

11.2 Clinical Disclaimers

Our AI tools are decision support systems, not diagnostic or treatment devices
Clinical decisions remain the sole responsibility of qualified healthcare providers
We do not guarantee clinical outcomes or patient care improvements
AI-generated CTCAE grades must be reviewed and confirmed by qualified clinicians
Patient safety protocols must be maintained independently of our Services

11.3 No Medical Advice

Nothing in our Services constitutes medical advice. Always consult qualified healthcare professionals for medical decisions.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

12.1 Liability Cap

OUR TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT PAID BY YOU FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

12.2 Exclusions

WE SHALL NOT BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
LOST PROFITS, DATA, OR BUSINESS OPPORTUNITIES
PATIENT CARE OUTCOMES OR CLINICAL DECISIONS
THIRD-PARTY SYSTEM FAILURES OR INTEGRATION ISSUES
DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO YOUR ACCOUNT

12.3 Essential Purpose

THESE LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

13. Indemnification

13.1 Your Indemnification

You agree to indemnify and hold Burna AI harmless from claims arising from:

Your use of the Services in violation of these Terms
Your breach of applicable laws or regulations
Clinical decisions made using our Services
Data you provide or process through our Services
Your failure to obtain appropriate patient consent

13.2 Our Indemnification

We will indemnify you against third-party claims that our Services infringe valid intellectual property rights, subject to:

Prompt written notice of the claim
Our control over defense and settlement
Your reasonable cooperation

14. Term and Termination

14.1 Term

These Terms remain effective until terminated by either party.

14.2 Termination for Convenience

Either party may terminate with 30 days' written notice to contact@burna.ai.

14.3 Termination for Cause

We may terminate or suspend immediately if you:

Materially breach these Terms and fail to cure within 15 days of notice
Violate healthcare regulations or patient safety requirements
Engage in fraudulent or illegal activities
Fail to pay fees for more than 30 days past due

14.4 Effects of Termination

Upon termination:

Your access to Services will cease
You may request export of your data for 30 days after termination
We will delete your data in accordance with our retention policies and legal requirements
Payment obligations for services already rendered remain due
Sections on Intellectual Property, Disclaimers, Limitation of Liability, and Indemnification survive termination

15. Account Deletion

You may delete your account at any time:

In the app: Settings → Account → Delete Account
Or by emailing contact@burna.ai

Upon account deletion:

Personal data will be permanently deleted within 30 days
Some data may be retained if required by law (e.g., audit logs for HIPAA compliance)
Clinical data retention is governed by healthcare regulations and any applicable customer agreements

16. Force Majeure

Neither party shall be liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, government actions, pandemics, cyberattacks, or infrastructure failures.

17. Governing Law and Dispute Resolution

17.1 Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict of law principles.

17.2 Informal Resolution

Before initiating formal dispute resolution, you agree to contact us at contact@burna.ai to attempt to resolve the dispute informally for at least 30 days.

17.3 Arbitration

Disputes not resolved informally shall be resolved through binding arbitration under the American Arbitration Association (AAA) Commercial Arbitration Rules. The arbitration venue shall be Wilmington, Delaware, or conducted remotely at the parties' agreement.

17.4 Class Action Waiver

YOU AGREE TO RESOLVE DISPUTES WITH US ON AN INDIVIDUAL BASIS AND WAIVE ANY RIGHT TO PARTICIPATE IN CLASS ACTIONS.

17.5 Exceptions

Either party may seek injunctive relief in court for:

Intellectual property violations
Confidentiality breaches
Imminent security threats or data breaches

18. General Provisions

18.1 Entire Agreement

These Terms, together with your subscription agreement (if any), our Privacy Policy, and any applicable BAA, constitute the entire agreement between the parties.

18.2 Modifications

We may modify these Terms by posting updated Terms and providing 30 days' notice via email or in-app notification. Continued use after the effective date constitutes acceptance.