TERMS AND CONDITIONS- Elsypet App

Effective date: 19th December 2024

1. Introduction

Welcome to Elsypet, a service provided by Medilis Systems Ltd. ("Company," "we," "us," or "our"), a company incorporated in Israel, and designed to deliver advanced AI-powered insights and tools to improve pet healthcare. These Terms and Conditions ("Terms") govern your use of the Elsypet mobile application ("Application" or "App") and related services ("Services"), available globally through the Apple App Store and Google Play Store.

By downloading, accessing, or using the Application, you ("User," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms, as well as any policies referenced herein, including but not limited to our Privacy Policy, Cookie Policy, Refund Policy, and Copyright Notice.

If you do not agree to these Terms, you must discontinue use of the Application and Services immediately.

Notice to U.S. and EU Users: These Terms include disclaimers of warranties, limitations of liability, and a binding arbitration clause that affects your rights. Please read these Terms carefully.

2. Definitions

For clarity and convenience, the following terms shall have the meanings set forth below:

• "Application" or "App" refers to the Elsypet mobile application available for iOS and Android devices.

• "Services" means all functionality, tools, and features provided through the Application, including AI-powered pet healthcare insights, chat communications with veterinarians, clinical visit summaries, and medical data management.

• "User Data" refers to any information or data uploaded, provided, or submitted by the User, including but not limited to pet medical records and contact information.

• "Third-Party APIs" refers to third-party tools, integrations, and services, including but not limited to Microsoft Azure, Google APIs, and OpenAI, used to provide the Application’s features.

• "Subscription" refers to the monthly or annual paid plan required to access the Services.

All other terms used in these Terms shall be interpreted in accordance with their commonly understood meanings or as defined elsewhere in the document.

3. Scope of Services

Elsypet is an advanced AI-powered platform designed to enhance pet healthcare by offering a range of tools and features for pet owners and veterinarians. Our Services include, but are not limited to:

1. AI-Powered Pet Healthcare Insights:

   • Analyze pet medical records to provide tailored insights, treatment recommendations, and medication suggestions.

2. Chat Feature:

   • Enables seamless communication between pet owners and veterinarians for instant advice, follow-ups, and improved collaboration.

3. Clinical Visit Summaries:

   • Provides detailed, accessible summaries of diagnoses, treatments, and progress updates for pets after clinical visits.

4. Medical Data Management:

   • Allows Users to upload and organize health data such as vaccination records, lab results, and medical visit histories.

5. Virtual Assistance:

   • AI-powered chatbot offers answers to questions related to pet health, nutrition, and care.

6. Cloud-Based Storage:

   • Securely stores all User Data in the cloud for easy access and enhanced reliability.

Disclaimer: Elsypet is not a substitute for professional veterinary care. All AI-powered insights, chat communications, and recommendations provided by the Services are for informational purposes only. Always consult a licensed veterinarian for medical advice.

Chat Feature:

Direct Chat with Licensed Veterinarians:
The Application enables real-time chat with licensed veterinarians, allowing Users to seek professional advice regarding pet health. While this feature is designed to enhance accessibility to veterinary guidance, Users acknowledge the following:

• Information Disclaimer: Advice provided through the chat feature is for informational purposes only and should not replace professional in-person veterinary diagnosis or treatment.

• No Veterinary-Client-Patient Relationship: Communication via the chat feature does not establish a formal veterinary-client-patient relationship unless explicitly agreed in writing.

• Non-Emergency Use: The chat feature is not intended for use in emergencies. Users experiencing urgent medical issues with their pets are advised to consult their local emergency veterinary services.

4. Registration and Account Obligations

1. Eligibility:
   To use Elsypet, you must:

   • Be at least 18 years old, or the age of majority in your jurisdiction, and capable of entering into legally binding agreements.

   • Accurately represent that the pet data provided belongs to you, or that you have the legal right to share such data.

2. Account Creation:
   To access the Services, you must register for an account by providing accurate and complete information, including but not limited to your email address and contact details. You agree to update your information promptly to ensure it remains accurate and current.

3. Account Security:
   You are responsible for maintaining the confidentiality of your login credentials. You must not share your account credentials with any third party. Any activities conducted through your account are your sole responsibility, and you agree to notify us immediately of any unauthorized access or security breach.

4. Single Account:
   Each User is allowed to create and maintain only one account. Elsypet reserves the right to terminate duplicate accounts without notice.

5. Subscription and Payment Terms

1. Subscription Plans:
   Access to Elsypet Services is provided through monthly and annual subscription plans. Details of available plans, including pricing, can be found on the Application or relevant app store listing.

2. Auto-Renewal Policy:
   All subscriptions are automatically renewed at the end of the billing period (monthly or annual) unless canceled before the renewal date. By subscribing, you authorize Elsypet or its payment processors to charge your preferred payment method for the subscription fees.

3. Cancellation:

   • Users can cancel subscriptions directly via the Apple App Store or Google Play Store at any time before the next billing cycle.

   • Once canceled, you retain access to the Services until the current billing cycle ends.

   • No partial or prorated refunds are offered for cancellations.

4. Price Changes:
   Elsypet reserves the right to modify subscription prices at any time. Any price changes will be communicated to you in advance, and your continued use of the Services after the effective date of the new prices will constitute acceptance.

5. Taxes and Fees:
   Subscription fees are exclusive of any taxes, levies, or duties imposed by applicable taxing authorities. You are solely responsible for paying such taxes where applicable.

6. User Data and Privacy

1. Data Collection:
   Elsypet collects, processes, and stores pet medical records and user contact information to deliver its Services. By using the Application, you consent to the collection and processing of your data as outlined in our Privacy Policy.

2. Third-Party Integrations:
   The Application integrates with third-party APIs (e.g., Microsoft Azure, Google, OpenAI) to provide core features. These third-party providers are subject to their own privacy policies, and Elsypet is not responsible for their actions or omissions.

3. Data Security:
   All User Data is encrypted during transmission and at rest. Elsypet employs industry-standard security measures to safeguard your information. However, no system is entirely secure, and we cannot guarantee absolute security.

4. Data Deletion:
   You may request the deletion of your account and associated data at any time. Upon such a request, we will delete all relevant User Data unless required to retain it for legal or regulatory purposes.

5. Global Compliance:
   Elsypet complies with GDPR (General Data Protection Regulation), CCPA (California Consumer Privacy Act), and other applicable privacy laws. Users outside Israel acknowledge that their data may be transferred to and processed in Israel, subject to appropriate safeguards.

7. User Responsibilities and Prohibited Activities

1. General Responsibilities:
   You agree to use the Application and Services in accordance with these Terms, applicable laws, and ethical practices. You are solely responsible for the content you upload and share.

2. Prohibited Activities:
   Users are expressly prohibited from:

   • Uploading false, harmful, defamatory, or illegal content.

   • Misusing AI-generated insights or chat features for unethical or harmful purposes.

   • Reverse-engineering, decompiling, or attempting to extract source code from the Application.

   • Sharing their account credentials with unauthorized parties.

   • Violating the intellectual property rights of Elsypet or any third party.

   • Misusing the chat feature to request, solicit, or obtain unauthorized medical advice or services.

3. Consequences of Violations:
   Elsypet reserves the right to suspend or terminate accounts that violate these Terms, without notice or liability.

8. AI and Automated Insights

Elsypet utilizes advanced artificial intelligence to generate pet healthcare insights, including treatment recommendations, medication suggestions, and nutritional advice. These insights are provided for informational purposes only and are not intended to replace professional veterinary care. Users are explicitly advised to consult a licensed veterinarian for any medical decisions or treatment plans concerning their pets.

While the Application incorporates AI-powered insights and real-time chat communications with veterinarians, these Services are provided for informational purposes only. Users are strongly encouraged to consult a licensed veterinarian in person for any critical medical decisions or treatments. Neither AI-generated insights nor chat communications constitute definitive medical advice or diagnosis.

Furthermore, use of the Application does not establish a veterinarian-patient relationship between Elsypet and its Users or their pets. Users agree not to misuse AI insights for critical or emergency situations and accept that Elsypet reserves the right to suspend accounts found to be engaging in such misuse.

9. User-Generated Content

Users of Elsypet retain ownership of all content they upload to the Application, including pet medical records, clinical summaries, and any other data or materials ("User Content"). By uploading such content, Users grant Elsypet a limited, non-exclusive, royalty-free, revocable license to process, store, and analyze the content solely to provide the Services.

Users are prohibited from uploading content that violates laws, infringes on third-party intellectual property, or is deemed harmful, defamatory, or objectionable. Elsypet reserves the right to remove content that violates these Terms or poses a risk to the integrity of the platform.

Users indemnify Elsypet against any claims, damages, or liabilities arising from their User Content. While Elsypet provides a secure platform, Users remain solely responsible for ensuring their data complies with applicable laws and does not violate the rights of any third party.

10. Intellectual Property

All intellectual property rights associated with the Elsypet Application, Services, and related materials, including software, algorithms, trademarks, branding, and documentation, are exclusively owned by Medilis Systems Ltd. Users are granted a limited, non-transferable, non-exclusive license to access and use the Application and Services for personal, non-commercial purposes.

Users may not copy, modify, distribute, reverse-engineer, decompile, or create derivative works from any part of the Application. Any unauthorized use of Elsypet’s intellectual property constitutes a violation of these Terms and may result in account suspension, legal action, or other remedies.

Certain features of the Application may rely on third-party intellectual property (e.g., Microsoft Azure, Google APIs, OpenAI). Users acknowledge that such third-party intellectual property remains subject to the terms and conditions of their respective owners.

11. Third-Party Services and Integrations

Elsypet integrates with third-party services to enhance functionality and provide Users with a seamless experience. This includes integrations with Microsoft Azure for cloud storage, Google APIs for data processing, and OpenAI for image and video analysis. These third-party providers operate independently and are governed by their own terms and privacy policies.

Users acknowledge that Elsypet is not responsible for the actions, omissions, or policies of any third-party service providers. While data shared with third parties is strictly limited to what is necessary for operational purposes, Elsypet cannot guarantee the performance, availability, or reliability of third-party services.

By using the Application, Users accept that their reliance on third-party integrations is at their own risk. Any disputes or issues arising from such integrations must be addressed directly with the respective third-party provider.

12. Compliance with Platform Rules

Elsypet is committed to full compliance with the policies and guidelines established by the Apple App Store and Google Play Store. This includes adherence to data privacy disclosure requirements, such as Apple’s App Store Privacy Labels and Google’s Data Safety Form, as well as compliance with subscription management and refund policies.

Users are responsible for reviewing and complying with the terms of service applicable to their respective app store platforms. Any updates or modifications to the Application required to maintain platform compliance will be implemented promptly, and Users are required to update the Application to the latest version as needed.

Elsypet disclaims any liability for decisions made by Apple or Google, including but not limited to removal or suspension of the Application from their platforms. Users agree to abide by these platform rules and understand that failure to do so may result in suspension or loss of access to the Services.

13. Disclaimers and Warranties

Elsypet provides the Application and Services on an "AS IS" and "AS AVAILABLE" basis, without any express or implied warranties of any kind. This includes, but is not limited to, warranties of merchantability, fitness for a particular purpose, or non-infringement. Elsypet does not guarantee uninterrupted access, error-free operation, or compatibility with all devices.

The accuracy and reliability of AI-generated insights depend on the quality of User-provided data and the inherent limitations of AI technology. Elsypet disclaims responsibility for any errors, omissions, or inaccuracies in the Services or any decisions made based on the information provided.

Elsypet disclaims any liability for the outcomes of advice provided during chat communications with veterinarians. Users are responsible for assessing the appropriateness of the advice and consulting licensed veterinary professionals as needed.

Users acknowledge that Elsypet is not liable for interruptions caused by factors beyond its control, including but not limited to network outages, cyberattacks, natural disasters, or acts of third parties. The use of the Application is at the User’s own risk, and Elsypet shall not be responsible for any direct or indirect consequences arising from its use.

14. Limitation of Liability

To the extent permitted by applicable law, Elsypet’s liability for any claims arising from or related to the use of the Application or Services is strictly limited to the total amount of subscription fees paid by the User in the twelve (12) months preceding the event giving rise to the claim. Elsypet shall not, under any circumstances, be liable for indirect, incidental, punitive, or consequential damages, including but not limited to loss of data, profits, or goodwill.

Users agree that Elsypet is not liable for harm resulting from reliance on AI-powered insights, interruptions in service, or inaccuracies in User-provided data. By using the Application, Users assume full responsibility for any risks associated with their reliance on the Services.

Elsypet is also not responsible for any loss or damage caused by events beyond its reasonable control, including but not limited to force majeure events such as natural disasters, government actions, labor disputes, or technological failures. Users acknowledge that these limitations form a fundamental part of the agreement between the parties.

15. Indemnification

You agree to indemnify, defend, and hold harmless Medilis Systems Ltd., its affiliates, directors, officers, employees, agents, and service providers (collectively, "Indemnified Parties") from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

1. Your violation of these Terms or any applicable laws or regulations.

2. Your misuse of the Application or Services, including reliance on AI-powered insights.

3. Any User Content you submit, upload, or share that infringes upon the rights of any third party or violates applicable laws.

4. Your breach of third-party service terms.

The Indemnified Parties reserve the right to assume exclusive control of any matter subject to indemnification, and you agree to cooperate fully in the defense of such matters.

16. Termination

1. Termination by User:
   You may terminate your use of the Application and Services at any time by deleting your account through the settings provided in the Application. Upon termination, Elsypet will delete all User Data in accordance with our Privacy Policy, except where retention is required by law.

2. Termination by Elsypet:
   We reserve the right to suspend or terminate your account, access to the Application, or use of the Services immediately and without prior notice if:

   • You breach these Terms, any applicable law, or platform guidelines.

   • Your activities pose a security risk, harm to other users, or liability to Elsypet.

   • You engage in any fraudulent, abusive, or harmful activity.

3. Effect of Termination:
   Upon termination:

   • All rights granted to you under these Terms will immediately cease.

   • You will no longer have access to the Services or any User Content you uploaded.

   • Any outstanding fees owed to Elsypet remain payable.

Termination of your account does not absolve you from obligations incurred prior to termination.

17. Governing Law and Jurisdiction

These Terms, and any disputes arising out of or related to the Application, Services, or your use thereof, shall be governed by and construed in accordance with the laws of the State of Israel, without regard to its conflict of laws principles.

1. Jurisdiction:
   You agree to submit to the exclusive jurisdiction of the courts located in Israel for the resolution of any disputes or claims arising from or related to these Terms.

2. International Users:
   If you are accessing the Application from outside Israel, you agree that your use of the Application complies with the local laws applicable in your jurisdiction. However, Elsypet disclaims liability for non-compliance with local laws where they conflict with these Terms.

3. Mandatory Arbitration Clause (if applicable):
   Elsypet reserves the right to require disputes to be resolved through binding arbitration in accordance with the rules of an established arbitration body, with proceedings conducted in English and seated in Israel.

18. Changes to the Terms

Elsypet reserves the right to modify, amend, or update these Terms at any time at our sole discretion. Such changes will be effective immediately upon posting the revised Terms on the Application or notifying you through other communication methods (e.g., email or in-app notifications).

1. Notice of Changes:
   Where material changes are made, Elsypet will endeavor to provide reasonable advance notice, allowing Users to review and accept or decline the revised Terms.

2. Acceptance of Changes:
   Continued use of the Application or Services after the effective date of any changes constitutes acceptance of the revised Terms. If you do not agree to the changes, you must terminate your use of the Services and delete your account.

3. Applicability of Previous Versions:
   Previous versions of these Terms will no longer be applicable once the updated Terms are in effect.

19. Force Majeure

Elsypet shall not be held liable for any failure to perform or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control. Such circumstances include, but are not limited to:

• Acts of God, natural disasters (e.g., earthquakes, floods).

• Acts of terrorism, war, or civil unrest.

• Government actions or regulatory changes.

• Cyberattacks, malware, or other forms of network disruptions.

• Labor strikes, lockouts, or supply chain interruptions.

In such cases, Elsypet’s obligations will be suspended for the duration of the event, and we will make reasonable efforts to resume Services as soon as feasible.

20. No Waiver

The failure of Elsypet to enforce any provision of these Terms, or to exercise any right or remedy under these Terms, shall not constitute a waiver of such provisions, rights, or remedies.

1. Non-Enforcement:
   Any delay or omission in enforcing these Terms shall not affect Elsypet’s ability to enforce the same provision or any other provision at a later time.

2. Specific Waivers:
   A waiver of any provision, right, or remedy must be explicitly agreed to in writing by an authorized representative of Elsypet to be enforceable.

21. Severability

If any provision of these Terms is found to be unlawful, void, or unenforceable under applicable law, that provision shall be severed from the Terms and shall not affect the validity and enforceability of the remaining provisions.

22. Assignment

Medilis Systems Ltd. reserves the right to assign, transfer, or delegate its rights and obligations under these Terms, in whole or in part, to any third party at its sole discretion and without prior notice to Users. Such an assignment may occur, for example, in connection with a merger, acquisition, or sale of assets.

Users may not assign, transfer, or delegate their rights or obligations under these Terms without the prior written consent of Elsypet. Any unauthorized assignment by a User will be deemed null and void. These Terms shall remain binding on all permitted assigns and successors.

23. Communications

All official communications between Elsypet and Users will be conducted electronically. By using the Application, you consent to receive all notices, agreements, disclosures, and other communications from Elsypet via the email address associated with your account or through in-app notifications.

1. User Responsibility for Contact Information:
   Users are responsible for maintaining an accurate and up-to-date email address associated with their account. Elsypet is not liable for any missed communications due to inaccurate contact information provided by the User.

2. Formal Notices:
   If you need to contact Elsypet for any legal or administrative matters, please use the contact information provided below:

   • Email: contact@medilis.ai

   • Mailing Address: Medilis Systems Ltd., Berenstain 12, Rishon, Israel.

Failure to comply with the communication instructions outlined here may result in delays in addressing your inquiry or dispute.

24. Contact Information

If you have any questions, concerns, or feedback regarding these Terms, the Application, or our Services, you may reach out to Elsypet through the following channels:

• Customer Support Email: contact@medilis.ai

• Mailing Address: Medilis Systems Ltd : Berenstain 12, Rishon, Israel

• In-App Help Center: Available under the “Help” or “Support” section of the Application.

Elsypet aims to respond to all inquiries promptly. Please ensure that your request includes sufficient detail to enable us to address your concern effectively.

25. Entire Agreement

These Terms, along with the Privacy Policy, Cookie Policy, Refund Policy, Copyright Notice, and any additional agreements explicitly referenced herein, constitute the entire agreement between you and Medilis Systems Ltd. with respect to your use of the Application and Services.

This agreement supersedes and replaces any prior or contemporaneous understandings, negotiations, communications, or agreements, whether oral or written, relating to the subject matter herein.

Any additional or conflicting terms proposed by the User, whether submitted electronically, orally, or in writing, are expressly rejected unless explicitly agreed to in writing by an authorized representative of Elsypet.

No oral or written communications between Users and Elsypet shall alter the provisions of these Terms unless such modifications are formally documented and agreed upon in writing by both parties.