Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you" or "User") and Alpine Digital Health, Inc. ("Alpine," "we," "us," or "our") concerning your access to and use of the Arc and Arc Care mobile applications and related services (collectively, the "Services").

Eligibility

You must be at least 18 years of age to use the Services. By using the Services, you represent and warrant that you meet this age requirement and have the legal capacity to enter into these Terms.

Account Creation

To access certain features of the Services, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Notify us immediately of any unauthorized access to your account
• Accept responsibility for all activities that occur under your account

You may not:

• Create an account using false or misleading information
• Create an account for anyone other than yourself without permission
• Use another person's account without authorization
• Transfer or share your account credentials

We reserve the right to suspend or terminate accounts that violate these Terms or are inactive for extended periods.

Clinical Operating System

Arc and Arc Care provide an AI-powered clinical operating system that:

• Facilitates communication between you and your healthcare provider
• Creates digital representations of your clinician's communication style and clinical approach
• Enables proactive patient engagement and care management
• Assists with documentation, triage, and routine clinical tasks
• Maintains your health records and care plans
• Provides health monitoring and personalized reminders

Healthcare Provider Relationship

The Services are designed to support and enhance the relationship between you and your healthcare provider. Your healthcare provider remains responsible for your medical care, clinical decisions, and treatment plans. The Services facilitate communication and care delivery but do not replace the professional judgment of your healthcare provider.

AI-Assisted Features

Our Services use artificial intelligence and machine learning to:

• Generate communications in your provider's voice and style
• Analyze health data and identify patterns
• Provide personalized health insights and recommendations
• Automate routine clinical workflows
• Triage patient concerns and prioritize care needs

While we strive for accuracy, AI-generated content may contain errors or limitations. Your healthcare provider reviews and approves significant clinical decisions and communications.

Accurate Information

You agree to provide accurate and truthful health information through the Services. Inaccurate or incomplete information may compromise the quality and safety of your care.

Appropriate Use

You agree to use the Services only for their intended healthcare purposes. You will not:

• Use the Services to obtain controlled substances inappropriately
• Misrepresent your symptoms or health status
• Attempt to manipulate or deceive healthcare providers
• Use the Services for illegal purposes
• Harass, threaten, or abuse healthcare providers or other users

Communication Guidelines

When communicating through the Services:

• Be respectful and professional with healthcare providers and staff
• Provide complete and honest information about your health
• Respond promptly to requests for information
• Do not use the Services for emergencies or urgent medical situations
• Understand that response times may vary

Device and Internet Requirements

You are responsible for:

• Obtaining and maintaining compatible devices and internet access
• All fees associated with internet connectivity and data usage
• Ensuring your device has appropriate security measures
• Keeping the Arc/Arc Care application updated

Provider Relationship

Your use of the Services connects you with healthcare providers who use our platform. These providers are independent professionals responsible for their own clinical decisions and medical care. Alpine does not practice medicine and does not employ the healthcare providers who use our Services.

Provider Responsibilities

Healthcare providers using our platform are responsible for:

• Providing competent and appropriate medical care
• Maintaining appropriate professional licensure
• Reviewing and approving AI-generated communications and clinical decisions
• Adhering to applicable medical standards of care
• Protecting your health information in accordance with HIPAA

No Guarantee of Outcomes

We do not guarantee any specific health outcomes or results from using the Services. Your health outcomes depend on many factors, including the quality of care provided by your healthcare provider, your adherence to treatment plans, and your individual health circumstances.

Fees

Certain features of the Services may require payment. You agree to pay all applicable fees as described at the time of purchase or subscription. Fees are subject to change with notice.

Billing and Payment

• Payments are processed by third-party payment processors
• You authorize us to charge your payment method for all applicable fees
• You are responsible for all charges incurred through your account
• All fees are non-refundable unless otherwise required by law

Insurance

If your healthcare provider accepts insurance, coverage and reimbursement are between you, your provider, and your insurance company. We may assist with billing coordination but make no guarantees regarding insurance coverage or payment.

Our Intellectual Property

The Services, including all software, content, designs, graphics, text, and other materials, are owned by Alpine or our licensors and are protected by copyright, trademark, and other intellectual property laws. You may not:

• Copy, modify, distribute, or create derivative works of the Services
• Reverse engineer, decompile, or disassemble any software
• Remove or alter copyright, trademark, or proprietary notices
• Use our trademarks or branding without written permission

Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for their intended purpose. This license does not include the right to:

• Resell or commercialize the Services
• Use the Services on behalf of third parties
• Access the Services through automated means (bots, scrapers, etc.)
• Interfere with or disrupt the Services

Your Content

You retain ownership of health information and other content you provide through the Services ("User Content"). By using the Services, you grant us a license to use, store, process, and transmit your User Content as necessary to provide the Services and as described in our Privacy Policy.

Your privacy is important to us. Our collection, use, and protection of your personal and health information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Services, you consent to our privacy practices as described in the Privacy Policy.

HIPAA Compliance

We comply with the Health Insurance Portability and Accountability Act (HIPAA) and maintain appropriate safeguards for your Protected Health Information (PHI). We act as a Business Associate to your healthcare provider and have entered into required Business Associate Agreements.

Security

While we implement reasonable security measures, no system is completely secure. You acknowledge that you provide information at your own risk and that we cannot guarantee absolute security of your data.

You agree not to:

Misuse the Services:

• Use the Services for any illegal purpose or in violation of any laws
• Impersonate any person or entity
• Provide false or misleading information
• Attempt to gain unauthorized access to the Services or related systems

Interfere with Operations:

• Disrupt or interfere with the security, integrity, or performance of the Services
• Introduce viruses, malware, or other malicious code
• Attempt to probe, scan, or test vulnerabilities of the Services
• Bypass security measures or access restrictions

Abuse Healthcare Providers:

• Harass, threaten, or abuse healthcare providers or staff
• Make false complaints or allegations
• Attempt to manipulate providers for inappropriate prescriptions
• Use the Services to engage in insurance fraud or billing abuse

Violate Intellectual Property:

• Infringe copyrights, trademarks, or other intellectual property rights
• Use automated systems to access or scrape the Services
• Reproduce, distribute, or create derivative works without permission

Compromise Patient Safety:

• Provide intentionally false health information
• Misrepresent emergency situations
• Interfere with another patient's care
• Share prescription medications obtained through the Services

The Services may contain links to third-party websites, applications, or services. We do not control, endorse, or assume responsibility for third-party content or services. Your use of third-party services is at your own risk and subject to their terms and privacy policies.

We may integrate with third-party services (such as pharmacies, laboratories, or health devices). These integrations are provided for convenience, and we are not responsible for the actions or omissions of third parties.

WE DO NOT WARRANT THAT:

• The Services will meet your specific requirements or expectations
• AI-generated content will be accurate, complete, or error-free
• The Services will be available at all times or without interruption
• All errors or defects will be corrected
• The Services are free from viruses or harmful components

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ALPINE OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Indirect Damages

ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Loss of goodwill or reputation
• Personal injury or property damage
• Medical complications or adverse health outcomes

Direct Damages Cap

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICES EXCEED THE GREATER OF:

• The amount you paid to us in the 12 months preceding the claim, or
• $100

Healthcare Provider Liability

ALPINE IS NOT LIABLE FOR:

• The acts, omissions, or negligence of healthcare providers using our platform
• Medical malpractice or professional negligence by healthcare providers
• Clinical decisions made by your healthcare provider
• Health outcomes resulting from medical care

Limitations on Limitation: SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

You agree to indemnify, defend, and hold harmless Alpine, its affiliates, and their respective officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use or misuse of the Services
• Your violation of these Terms
• Your violation of any rights of another person or entity
• Your violation of any applicable laws or regulations
• User Content you provide or transmit through the Services
• Any false or misleading information you provide

We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims.

Term

These Terms remain in effect while you use the Services.

Termination by You

You may terminate your account at any time by:

• Contacting us at support@alpine.healthcare
• Following the account closure process in the Services

Upon termination, you will no longer have access to your account or the Services.

Termination by Us

We may suspend or terminate your access to the Services immediately, without notice, if:

• You violate these Terms or our policies
• You engage in fraudulent, abusive, or illegal activity
• Your account has been inactive for an extended period
• We cease providing the Services
• Required by law or regulatory authority
• We determine that your continued use poses a risk to us, other users, or healthcare providers

Effect of Termination

Upon termination:

• Your right to access and use the Services immediately ceases
• We may delete your account and User Content, subject to legal retention requirements
• You remain liable for any outstanding fees or obligations
• Provisions that by their nature should survive (including warranties, disclaimers, limitations of liability, and indemnification) will continue to apply

Medical Records

Termination of your account does not terminate your relationship with your healthcare provider. Your healthcare provider will retain your medical records in accordance with applicable law, and you may request copies of your records directly from your provider.

Service Changes

We reserve the right to:

• Modify, suspend, or discontinue the Services (or any features) at any time
• Impose limits on certain features or restrict access to parts of the Services
• Update or change the Services without notice

We are not liable for any modification, suspension, or discontinuation of the Services.

Terms Changes

We may update these Terms from time to time. We will notify you of material changes by:

• Posting the updated Terms with a new "Last Updated" date
• Sending you a notification through the Services or via email
• Requesting your acceptance when you next access the Services

Your continued use of the Services after changes take effect constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Services.

Governing Law

These Terms are governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of law provisions.

Informal Resolution

Before filing a claim, you agree to contact us at legal@alpine.healthcare to attempt to resolve the dispute informally. We will attempt to resolve the dispute through good faith negotiations for at least 30 days.

Arbitration Agreement

Agreement to Arbitrate

You and Alpine agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services will be resolved through binding arbitration rather than in court, except that:

• Either party may seek injunctive or equitable relief in court for intellectual property infringement or unauthorized access to the Services
• Either party may bring claims in small claims court if they qualify

Arbitration Procedures

• Arbitration will be conducted by the American Arbitration Association (AAA) under its Consumer Arbitration Rules
• The arbitration will take place in New Jersey or another mutually agreed location
• The arbitrator's decision will be binding and may be entered as a judgment in any court of competent jurisdiction
• Each party will be responsible for their own attorneys' fees, except as otherwise provided by applicable law

Class Action Waiver

Opt-Out Right

You may opt out of this arbitration agreement within 30 days of first accepting these Terms by sending written notice to legal@alpine.healthcare with your name and a statement that you opt out of arbitration.

Severability

If any portion of this arbitration agreement is found to be unenforceable, the remainder will remain in effect, except that if the class action waiver is found unenforceable, the entire arbitration agreement will be void.

Notices

Notices to you may be provided via email, push notifications, or posting on the Services. Notices to us should be sent to legal@alpine.healthcare.

Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Alpine. Neither party has authority to bind the other.

Export Control

You agree to comply with all applicable export and import laws and regulations. You may not use the Services in violation of U.S. export laws or in any country subject to U.S. embargo.

Survival

Provisions that by their nature should survive termination will survive, including but not limited to: disclaimers, limitations of liability, indemnification, dispute resolution, and intellectual property provisions.

Coordination with Healthcare Provider

The medical information collected through the Services is shared with your healthcare provider and becomes part of your medical record. Your healthcare provider maintains your official medical records in accordance with applicable law.

Records Requests

To request copies of your medical records, contact your healthcare provider directly. We can facilitate access to information stored in the Services but do not maintain your official medical records.

Continuity of Care

If you terminate your use of the Services, inform your healthcare provider to ensure continuity of care. We recommend transferring to another care system before terminating your account.

If you have questions about these Terms or need to contact us for any reason, please reach out to: