1. Introduction & Acceptance
Thank you for using PGxAI. We appreciate your interest in our
Services. PGxAI builds clinical and analytics software designed to
help healthcare providers and their patients make more informed
treatment decisions through responsible, evidence-based
pharmacogenomics. We are committed to ethical data practices,
human-in-the-loop oversight, and the safe, transparent deployment
of AI-enabled clinical tools.
Please read these Terms carefully because they form a contract
between you and PGxAI.
Who we are. PGxAI, Inc. ("PGxAI," "we," "us," or "our")
is a Delaware corporation headquartered at The Bay Area — PGxAI Headquarters,
730 Moreno Ave, Palo Alto, CA 94306. We provide decision-support tools,
clinical analytics, and secure patient and provider platforms that
rely on validated pharmacogenomic methodologies and human-supervised
workflows.
Our Services. These Terms of Use (the "Terms") govern
your access to and use of PGxAI’s websites (including pgx.ai and our
subdomains), web and mobile applications, patient and provider portals,
clinical decision-support tools, reports, software, documentation,
and related content or features (collectively, the "Services"). Some
Services are intended for healthcare professionals (“Providers”), and
some are available to patients and other end users (“Patients”).
Binding agreement. By accessing or using any part
of the Services, you agree to be bound by these Terms. If you use the
Services on behalf of an organization, you represent that you have
authority to bind that organization to these Terms, and "you" will
mean that organization. If you do not agree to these Terms, do not
access or use the Services.
Relationship to other agreements.
- Business Associate (HIPAA). PGxAI acts as a Business
Associate to Covered Entities with respect to Protected Health Information
(PHI). Where PGxAI has executed a Business Associate Agreement ("BAA")
or other enterprise agreement (e.g., a master services agreement
or order form) with your organization, that agreement governs in
the event of any conflict with these Terms for the covered Services.
- Privacy Policy. Our Privacy Policy describes how
we collect, use, disclose, and safeguard information, including personal
information and PHI handled as a Business Associate. The Privacy
Policy is incorporated by reference into these Terms.
Intended audience & regional focus. These Terms are
written primarily for users in the United States. If you access the
Services from another jurisdiction, you are responsible for complying
with local laws. PGxAI provides region-specific adaptations where required.
For users located in the European Union, the United Kingdom, or
the European Economic Area, PGxAI processes personal data in
accordance with the General Data Protection Regulation (GDPR),
applicable EU/EEA member-state laws, and the UK GDPR. Additional
rights, definitions, and obligations may apply; please refer to
our Privacy Policy.
For users in the Kingdom of Saudi Arabia, PGxAI processes personal
data in accordance with the Saudi Personal Data Protection Law
(PDPL), its Implementing Regulations, and other applicable local
requirements. Relevant rights and disclosures are described in our
Privacy Policy.
Regional supplements (EU/EEA/UK, KSA, and any others we publish)
form part of these Terms and apply to the extent required by local
law.
Changes to the Terms. We may update these Terms from
time to time. If a change is material, we will provide reasonable advance
notice (for example, by email or in-product notice). Changes become
effective on the stated effective date. If you do not agree to the
updated Terms, you must stop using the Services before the changes
take effect. Your continued use of the Services after the effective
date constitutes acceptance of the updated Terms.
Account eligibility; age restrictions (summary). You
must be at least 13 years old to access general website content. Additional
age and authorization requirements apply to certain clinical features
and portals (e.g., 18+ or with valid parental/guardian consent). See
Section 3 (Eligibility & Registration) for details.
Organization-managed accounts. If you create an account
using an email address owned by an organization (for example, your
employer or healthcare institution), that account may be added to the
organization’s PGxAI business account, and the organization may control
and administer your access, including the ability to review content
associated with that account.
Contact. Questions about these Terms may be directed
to admin@pgx.ai. For privacy
questions, contact admin@pgx.ai.
For security questions or reports, contact admin@pgx.ai. For general administration, contact admin@pgx.ai.
2. Definitions
- “Account” means a registered user profile enabling
access to certain Services.
- “BAA” means a Business Associate Agreement that
governs PGxAI’s handling of PHI on behalf of a Covered Entity under
HIPAA.
- “Content” means, collectively, (a) Input you or
your organization submit to the Services (e.g., data, text, files);
and (b) Output generated by the Services in response to Input (e.g.,
reports, analytics, recommendations). Content excludes the Services
themselves and PGxAI Materials.
- “Covered Entity” has the meaning set forth in HIPAA
(e.g., a health care provider that transmits health information electronically).
- “HIPAA” means the Health Insurance Portability and
Accountability Act of 1996 and its implementing regulations.
- “PHI” means protected health information as defined
by HIPAA.
- “PGxAI Materials” means the Services, software,
interfaces, portals, documentation, websites, know‑how, models, algorithms,
templates, and other technology or materials provided by PGxAI.
- “Providers” means licensed clinicians and their
authorized staff who use the Services for legitimate clinical purposes.
- “Services” has the meaning stated in Section 1 and
includes any updates and new features.
- “You” / “your” means the individual end user or
the entity that accepts these Terms, as applicable.
3. Eligibility & Registration
Age and authority. You must be at least 13 to access
our public websites. Access to clinical features and portals is limited
to individuals 18 or older, or to minors with the consent of a parent/guardian
and involvement of a licensed Provider. If you use the Services on
behalf of an organization, you represent that you have authority to
bind that organization.
Registration. To use certain features, you must create
an Account and provide accurate, current information. Keep your credentials
confidential and do not share them. You are responsible for all activity
under your Account. MFA is encouraged where available. Notify admin@pgx.ai promptly of any suspected compromise.
Organization‑managed accounts. Accounts created with
an organization‑owned email (e.g., a Provider’s domain) may be added
to that organization’s business account and administered by its designated
administrator, who may control access and review associated Content.
4. Services, Clinical Disclaimers
No medical advice. PGxAI does not provide medical
care and the Services are not a substitute for professional clinical
judgment. Any clinical decision support, reports, or analytics are
for informational purposes only and must be interpreted by qualified
Providers in light of the patient’s full clinical context.
Provider‑ordered features. Certain features (e.g.,
portals, decision support, or reporting) are available only to or through
licensed Providers and, where applicable, subject to a valid order
from a Provider.
Service changes. We may improve or modify the Services,
add or remove features, or discontinue components. If a change materially
reduces core functionality of a paid offering, we will provide reasonable
advance notice and, where required by law, appropriate remedies.
5. Permitted Use & Acceptable Use Rules
You will use the Services only for lawful purposes and in
compliance with these Terms. You will not (and will not permit
anyone else to):
-
Violate applicable law or rights of others (including privacy,
publicity, or intellectual property rights).
-
Upload, transmit, or use the Services to process unlawful,
harmful, infringing, or misleading Content.
-
Attempt to probe, scan, or test the vulnerability of the
Services, or circumvent security or access controls.
-
Reverse engineer, decompile, or otherwise attempt to derive the
source code or underlying components of the Services except to
the extent such restriction is prohibited by law.
-
Interfere with the normal operation of the Services, including
by exceeding rate limits or using bots to scrape or harvest
data.
-
Misrepresent Output as human‑generated when it is not, or use
Output to develop competing models or services.
-
Use the Services to make decisions that have a legal or material
impact on a person (e.g., employment, insurance, housing, or
other eligibility determinations) without appropriate human
review and independent verification.
-
Use the Services in any forensic, law‑enforcement, or
legal‑proceeding context unless expressly authorized in writing
by PGxAI and permitted by law.
6. User Content, Ownership, Licenses
Your ownership. As between you and PGxAI, you retain
any rights you have in Input. To operate the Services, you grant PGxAI
a worldwide, non‑exclusive license to host, process, transmit, reproduce,
and display your Input solely to provide, maintain, secure, and support
the Services and as otherwise permitted by these Terms and applicable
law.
Output. Subject to applicable law and the rights of
others, PGxAI assigns to you, to the extent it may, our right, title,
and interest in Output generated for you. Because of the probabilistic
and non‑exclusive nature of AI and analytics, similar Output may be
generated for others.
Our improvements. We may use de‑identified, aggregated,
and/or statistical data derived from use of the Services to maintain,
improve, and secure the Services and to develop new features, provided
we do not re-identify individuals and we comply with our privacy and
HIPAA obligations.
HIPAA/PHI. When handling PHI on behalf of a Covered
Entity, PGxAI acts as a Business Associate and will use, disclose,
and safeguard PHI in accordance with HIPAA, these Terms, our Privacy
Policy, and any applicable BAA. In the event of a conflict between
a BAA and these Terms for covered Services, the BAA controls.
7. Intellectual Property, Software, Feedback
PGxAI Materials. We and our licensors own all rights,
title, and interest in the PGxAI Materials. Except for rights expressly
granted, we reserve all rights. You may not copy, modify, create derivative
works of, or distribute the PGxAI Materials.
Software & updates. Some Services include downloadable
software or apps that may update automatically. Certain components
may be provided under open‑source licenses; in case of conflict, those
licenses control their components.
Feedback. If you provide suggestions or feedback,
you grant PGxAI a perpetual, irrevocable, worldwide, royalty‑free license
to use it without restriction.
Brand use. You may not use our names, logos, or marks
without our prior written permission.
8. Third‑Party Services & Links
The Services may reference, integrate, or allow access to
third‑party products, services, data, or content. Third‑party
terms may apply, and PGxAI is not responsible for third‑party
services or content. If you enable or use a third‑party
integration, you authorize PGxAI to exchange relevant data with
that third party to enable the integration, consistent with
applicable law and your settings.
9. Fees, Billing, Trials
We may offer paid and free tiers. If you purchase paid Services,
you agree to pay the listed fees and any applicable taxes. Paid
subscriptions renew automatically at the then‑current price unless
canceled as described in your order terms. Except where required
by law, payments are non‑refundable. We may change prices on
notice effective on your next renewal.
10. Privacy, Security, Compliance
Privacy. Our Privacy Policy explains how we collect,
use, disclose, and safeguard information. It forms part of these Terms.
HIPAA & Business Associate. Where applicable, PGxAI
acts as a HIPAA Business Associate and complies with HIPAA and the
applicable BAA when handling PHI.
Security. We maintain administrative, technical, and
physical safeguards aligned with industry standards and SOC 2 principles.
We encrypt data at rest and in transit where appropriate, apply role‑based
access controls, and monitor our systems. MFA is encouraged for end
users where available. You are responsible for securing your devices
and Account.
11. Research & Product Development
PGxAI does not use identifiable personal information or PHI for
human‑subjects research without appropriate authorization and any
required consent. We may use de‑identified or aggregated
information to improve the Services and develop new features.
12. Service Availability; Support; Beta Features
We strive to keep the Services available, but they may be
temporarily unavailable due to maintenance, outages, or factors
beyond our control. From time to time we may offer preview/beta
features. Beta features are provided “AS IS,” may be modified or
discontinued at any time, and are excluded from any uptime
commitments.
13. Disclaimers
THE SERVICES AND PGXAI MATERIALS ARE PROVIDED “AS IS” AND “AS
AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, PGXAI AND ITS
AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS,
IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, NON‑INFRINGEMENT, AND QUIET
ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR
USAGE OF TRADE. PGXAI DOES NOT WARRANT THAT THE SERVICES WILL BE
UNINTERRUPTED OR ERROR‑FREE, OR THAT OUTPUT OR CONTENT WILL BE
ACCURATE, COMPLETE, OR MEET YOUR REQUIREMENTS. YOU ARE RESPONSIBLE
FOR EVALUATING OUTPUT AND USING PROFESSIONAL JUDGMENT.
14. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PGXAI AND ITS AFFILIATES
AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR
LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE
LOSSES, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS,
EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PGXAI’S
AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES OR
THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO PGXAI FOR
THE SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO
LIABILITY OR $100, WHICHEVER IS GREATER. SOME JURISDICTIONS DO NOT
ALLOW CERTAIN LIMITATIONS; THESE LIMITS APPLY TO THE FULLEST
EXTENT PERMITTED.
15. Indemnification
If you are a business or organization, you will defend, indemnify,
and hold harmless PGxAI, its affiliates, and their personnel from
and against any claims, losses, and expenses (including reasonable
attorneys’ fees) arising from your use of the Services, your
Content, or your breach of these Terms or applicable law.
16. Term, Suspension, Termination
You may stop using the Services at any time. We may suspend or
terminate your access if: (a) you materially breach these Terms or
our policies; (b) we are required to do so by law; (c) your use
poses a security or legal risk; or (d) your account has been
inactive for an extended period with no paid subscription. We will
provide notice where feasible. Upon termination, your rights under
these Terms end, but Sections that by their nature should survive
will survive (e.g., ownership, disclaimers, limits of liability,
indemnity, dispute resolution).
17. Export, Trade Controls
You will comply with applicable export, import, and sanctions
laws. You will not use the Services in, or for the benefit of, any
embargoed country or prohibited party, or for any prohibited end
use.
18. Dispute Resolution, Governing Law, Arbitration, Class Waiver
Informal resolution. Before filing a claim, you and
PGxAI agree to try to resolve the dispute informally by notifying the
other party (email to admin@pgx.ai) and working in good faith to resolve it within 60 days.
Arbitration. Except for the exceptions below, any
dispute arising out of or relating to these Terms or the Services will
be resolved by final and binding arbitration administered by a nationally
recognized arbitration provider under its applicable rules. The arbitration
may be conducted by video conference; if an in‑person hearing is required,
it will occur in New Castle County, Delaware or another location we
agree on. The Federal Arbitration Act governs the interpretation and
enforcement of this section.
Exceptions. Either party may bring (a) individual
claims in small‑claims court, and (b) actions for injunctive or other
equitable relief to prevent unauthorized use or infringement of intellectual
property, or to protect confidentiality or data security.
Class action & jury trial waiver. Disputes must be
brought only on an individual basis and not as a class, consolidated,
or representative action. You and PGxAI waive any right to a jury trial.
Opt‑out. You may opt out of arbitration within 30
days of first accepting these Terms by emailing admin@pgx.ai with subject “Arbitration Opt‑Out” and your name, account email,
and a clear statement that you opt out. If you opt out, this arbitration
section does not apply.
Governing law & venue. These Terms are governed by
the laws of the State of Delaware, without regard to conflicts of law
rules. For disputes that are not subject to arbitration, the exclusive
jurisdiction and venue will be the state and federal courts located
in New Castle County, Delaware.
19. Miscellaneous
- Changes to Terms. We may update these Terms as described
in Section 1.
- Assignment. You may not assign these Terms without
our consent. We may assign these Terms to an affiliate or in connection
with a merger, acquisition, or sale of assets.
- Severability; waiver. If any provision is unenforceable,
it will be modified to reflect the parties’ intent or severed, and
the remaining provisions will remain in effect. Our failure to enforce
a provision is not a waiver.
- Force majeure. We are not liable for delays or failures
due to events beyond our reasonable control.
- Entire agreement. These Terms (and any order forms,
BAAs, or enterprise agreements, as applicable) constitute the entire
agreement between you and PGxAI regarding the Services.
20. Contact
PGxAI, Inc.
The Bay Area — PGxAI Headquarters
730 Moreno Ave
Palo Alto, CA 94306
