Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and vctrymgmt, LLC ("vctrymgmt," "we," "us," or "our") concerning your access to and use of our AI automation services, platforms, websites, applications, APIs, and related services (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, you may not access or use the Services.

2. Services Description

vctrymgmt provides AI-powered automation solutions including but not limited to:

• Healthcare automation solutions (appointment scheduling, billing, patient communications)
• Customer care automation (chatbots, voice AI, ticket routing, support systems)
• Workflow automation and integration services
• Custom AI model development and deployment
• API access and integration services
• Consulting and implementation services

3. Account Registration and Security

3.1 Account Creation

To access certain Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify us of any unauthorized access or security breach.

4. Use of Services

4.1 Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree NOT to:

• Use the Services in any way that violates applicable laws or regulations
• Attempt to gain unauthorized access to any portion of the Services
• Interfere with or disrupt the Services or servers/networks connected to the Services
• Use the Services to transmit malware, viruses, or harmful code
• Reverse engineer, decompile, or disassemble any aspect of the Services
• Use the Services to generate prohibited content (hate speech, illegal content, etc.)
• Resell or redistribute the Services without explicit written permission
• Use automated systems to access the Services in violation of rate limits

4.2 API Usage

If you access our Services via API, you must comply with our API documentation and rate limits. We reserve the right to impose reasonable limits on API usage to ensure service quality.

5. Data and Privacy

5.1 Client Data

You retain all rights to data you provide to the Services ("Client Data"). You grant us a limited license to process Client Data solely to provide the Services and as described in our Privacy Policy.

5.2 Healthcare Data

For healthcare-related services, we comply with applicable healthcare privacy laws including HIPAA where applicable. A separate Business Associate Agreement (BAA) may be required for certain healthcare implementations.

5.3 AI Training

We do not use Client Data to train our AI models unless you explicitly opt-in to such use. Aggregated, anonymized usage data may be used to improve our Services.

6. Intellectual Property

6.1 vctrymgmt IP

The Services, including all software, algorithms, designs, and content, are owned by vctrymgmt or our licensors and are protected by intellectual property laws. These Terms do not grant you ownership of any intellectual property rights in the Services.

6.2 Custom Implementations

For custom automation solutions developed specifically for you, ownership terms will be specified in a separate Statement of Work or agreement.

7. Payment Terms

7.1 Fees

You agree to pay all fees associated with your use of the Services as specified in your subscription plan or service agreement. Fees are non-refundable except as required by law.

7.2 Billing

Subscription fees are billed in advance on a recurring basis (monthly, annually, etc.). You authorize us to charge your payment method for all applicable fees.

7.3 Usage-Based Fees

Certain Services may incur usage-based charges (API calls, message volume, etc.). You will be billed for actual usage according to our published pricing.

8. Service Level and Availability

8.1 Service Availability

We strive to maintain high availability of our Services but do not guarantee uninterrupted access. We may perform scheduled maintenance with advance notice when possible.

8.2 Beta Features

We may offer beta or preview features which are provided "as is" without warranties. Beta features may be discontinued or modified at any time.

9. Warranties and Disclaimers

9.1 AI Limitations

AI systems may produce inaccurate, incomplete, or inappropriate outputs. You are responsible for reviewing and validating all AI-generated content before use, especially in healthcare, legal, or other sensitive contexts.

9.2 Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, vctrymgmt SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES RESULTING FROM:

• Your use or inability to use the Services
• Any unauthorized access to or use of our servers and/or any personal information stored therein
• Any interruption or cessation of transmission to or from the Services
• Any bugs, viruses, or other harmful code transmitted through the Services
• Any errors, inaccuracies, or omissions in any content or AI-generated outputs

IN NO EVENT SHALL vctrymgmt'S TOTAL LIABILITY EXCEED THE AMOUNT YOU PAID TO vctrymgmt IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

11. Indemnification

You agree to indemnify, defend, and hold harmless vctrymgmt and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses arising out of or related to your use of the Services, violation of these Terms, or infringement of any third-party rights.

12. Term and Termination

12.1 Term

These Terms begin on the date you first access the Services and continue until terminated.

12.2 Termination by You

You may terminate your account at any time through your account settings or by contacting us.

12.3 Termination by Us

We may suspend or terminate your access to the Services immediately, without notice, for violation of these Terms or for any other reason.

12.4 Effect of Termination

Upon termination, your right to use the Services will immediately cease. We will provide you reasonable opportunity to export your Client Data, after which we may delete it.

13. Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by email or through the Services. Your continued use of the Services after such modifications constitutes acceptance of the updated Terms.

14. Third-Party Services

Our Services may integrate with third-party services, platforms, or APIs. Your use of third-party services is subject to their respective terms and conditions. We are not responsible for third-party services or their content.

15. Export Compliance

The Services may be subject to U.S. export control laws. You agree to comply with all applicable export and import laws and regulations.

16. Governing Law and Dispute Resolution

16.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

16.2 Arbitration

Any dispute arising from these Terms shall be resolved through binding arbitration in accordance with the American Arbitration Association's Commercial Arbitration Rules, except where prohibited by law.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and vctrymgmt regarding the Services.

17.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.

17.3 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term.

17.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

18. Contact Information

If you have any questions about these Terms, please contact us at: