Terms of Service

1. Acceptance of Terms

By accessing and using Joyera's AI-powered healthcare services ("Services"), you accept and agree to be bound by the terms and provision of this agreement. If you do not agree to abide by this agreement, please do not use this service.

Eligibility and Representations:

By accessing or using the Services, you represent and warrant that:

• You are a licensed healthcare professional, a credentialed educational professional (school psychologist, speech-language pathologist, special education provider, or similar), or an authorized representative of a licensed healthcare or educational organization
• You possess all licenses, certifications, and credentials required by applicable law to provide the healthcare or educational services for which you use our Services
• You are at least 18 years of age and have the legal capacity to enter into these Terms
• You are located in and will access the Services only from within the United States
• You have the authority to bind yourself and, if applicable, your organization to these Terms
• Your use of the Services will comply with all applicable federal, state, and local laws, regulations, and professional standards of conduct
• All information you provide to us is accurate, current, and complete, and you will maintain the accuracy of such information

If any of these representations becomes untrue, you must immediately cease using the Services and notify us at support@joyera.ai.

2. Use License

Permission is granted to access the Services for your authorized healthcare operations. This is the grant of a license, not a transfer of title. Under this license you may not:

• Modify, copy, or create derivative works of the Services
• Attempt to reverse engineer any software contained in the Services
• Remove any copyright or proprietary notations from the materials
• Transfer, sublicense, or resell access to the Services without authorization
• Use automated tools to scrape, extract, or access the Services

3. HIPAA and FERPA Compliance

HIPAA Compliance: As a healthcare provider using our Services, you acknowledge that Joyera acts as a Business Associate under HIPAA. You must accept our Business Associate Agreement (BAA) separately to use Services involving Protected Health Information (PHI).

FERPA Compliance: Educational professionals (school psychologists, speech therapists, special education providers, school-based clinicians) acknowledge that Joyera complies with the Family Educational Rights and Privacy Act (FERPA) for the protection of student education records. Student education records receive the same security protections as PHI.

Important: Designated Record Set Status. For paid subscribers, clinical and educational documentation saved to patient/student records constitutes a Designated Record Set under HIPAA/FERPA. Free trial accounts do not maintain a Designated Record Set. Our Services are documentation assistance tools. See Section 8 for details on your record-keeping responsibilities.

4. Communication Templates and Patient Consent

Nature of Communication Templates

Joyera provides email and SMS communication templates as a convenience tool to help you communicate with patients. These templates are generic starting points designed for efficiency and are not tailored to your specific practice, jurisdiction, patient population, or specialty.

IMPORTANT DISCLAIMERS:

• Not Legal Advice: The templates provided do not constitute legal advice. They are not customized for your specific circumstances.
• No Warranty of Compliance: Joyera makes no representation or warranty that the templates comply with HIPAA, TCPA, CAN-SPAM Act, state privacy laws, professional licensing board requirements, or any other applicable federal, state, or local law.
• Professional Review Required: You MUST have your legal counsel review all templates before use. You are solely responsible for ensuring compliance with all applicable laws.

Your Sole Responsibility for Content and Compliance

By using the email and communication template features, you acknowledge and agree that:

• Content Review: You are solely responsible for reviewing, customizing, and approving all email and SMS content before it is sent to patients.
• Legal Compliance: You are solely responsible for ensuring all communications comply with applicable laws, including but not limited to HIPAA, TCPA, CAN-SPAM Act, and state-specific requirements.
• Accuracy: You are responsible for ensuring all information in communications is accurate, current, and appropriate for the intended recipient.
• Liability: You assume full liability for all communications sent using the Services, including any claims arising from unauthorized disclosure of PHI, violation of patient privacy rights, unsolicited marketing communications, misleading or inaccurate information, or failure to honor opt-out requests.

Patient Communication Consent Management

You are solely responsible for obtaining all required patient consents before using email, SMS, or other electronic communications. Required consents may include:

• HIPAA authorization for communications containing PHI via unsecured channels
• TCPA express written consent for SMS/text messages
• Consent for marketing communications
• State-specific communication consents

Joyera provides tools to help you manage patient communication preferences (storage of consent records, tracking of consent dates and types, patient portal interface for preference management, flags and alerts for patients without valid consent), but Joyera does NOT obtain consent on behalf of you. You must use your own forms, processes, and legal guidance to obtain valid patient consent.

Conservative PHI Policy in Default Templates

Joyera's default templates are designed with a conservative PHI policy to minimize compliance risk. Default templates include only:

• Provider name (without specialty)
• Appointment date and time
• Practice location/address
• Practice contact information

Default templates do NOT include provider specialty (e.g., 'psychiatrist,' 'addiction medicine'), service type (e.g., 'therapy,' 'counseling'), treatment type or procedure, diagnosis, condition, or reason for visit, or any information that could reveal the nature of your patient's healthcare.

Template Customization at Your Risk

You may customize templates to include additional information. However:

• Assumption of Risk: If you add provider specialty, service type, or other PHI, you assume full responsibility and liability for such additions.
• Enhanced Consent Requirements: Adding sensitive information may require more specific patient consent, compliance with 42 CFR Part 2 (substance use disorder confidentiality), compliance with state mental health confidentiality laws, or additional safeguards (e.g., encrypted email).
• Legal Review: You should consult legal counsel before adding any PHI beyond the conservative defaults.

Special Considerations: If you provide mental health or behavioral health services, substance use disorder treatment (subject to 42 CFR Part 2), HIV/AIDS treatment (subject to state-specific laws), reproductive health services, or services to minors (parental consent may be required), you should exercise particular caution and seek legal counsel.

Opt-Out Compliance

You agree to:

• Honor all patient opt-out requests within the timeframe required by law (immediately for TCPA, within 10 business days for CAN-SPAM)
• Include clear opt-out instructions in SMS messages (e.g., 'Reply STOP to unsubscribe')
• Process opt-out requests immediately and automatically
• Confirm opt-out to the patient
• Not send further messages after opt-out except as permitted by law
• Train staff on opt-out procedures

Prohibited Uses

You may NOT use Joyera's communication features to:

• Send unsolicited marketing messages without valid consent
• Send communications to patients who have opted out
• Disclose PHI in violation of HIPAA or state law
• Send misleading or deceptive communications
• Violate any federal, state, or local law

5. User Responsibilities

You are responsible for:

• Maintaining the confidentiality of your account credentials and not sharing access
• All activities that occur under your account
• Ensuring compliance with applicable healthcare regulations (HIPAA, state laws, etc.)
• Reviewing and verifying all AI-generated content before clinical use
• Maintaining appropriate professional liability insurance
• Using the Services only for lawful healthcare purposes

6. AI-Generated Content Disclaimer

Our Services utilize artificial intelligence to assist with clinical documentation and workflows. AI is an assistive tool, not a replacement for professional medical judgment. You acknowledge and agree that:

• All AI-generated content (clinical notes, billing codes, documentation) must be reviewed and verified by a qualified healthcare professional before use
• Joyera makes no warranties about the accuracy, completeness, or suitability of AI-generated content for any particular purpose
• You bear sole responsibility for all clinical decisions and patient care
• Joyera is not liable for any errors, omissions, or inaccuracies in AI-generated content
• You will not rely solely on AI outputs without independent professional verification

7. Subscription and Payment

Subscription fees are charged in advance on a recurring basis. You agree that:

• Pricing may change with 30 days' notice; continued use constitutes acceptance
• Payments are non-refundable except as required by law
• Failure to pay may result in immediate service suspension
• You are responsible for all applicable taxes

Automatic Renewal:

YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW at the end of each billing period (monthly or annually, depending on your plan) unless you cancel before the renewal date. You authorize us to charge your payment method on file for each renewal period. You may cancel auto-renewal at any time through your account settings or by contacting support@joyera.ai. Cancellation will take effect at the end of your current billing period; you will retain access until then.

8. Data Rights and Record Responsibilities

Designated Record Set Status

For paid subscribers, clinical documentation and student educational records saved through Joyera constitute a Designated Record Set as defined by HIPAA (45 CFR § 164.501) and FERPA. This means:

• Designated Record Set (Paid Plans): SOAP notes, progress notes, IEP documentation, treatment plans, assessments, and other clinical/educational documentation saved to patient/student records are maintained as official medical or education records with full HIPAA/FERPA protections and individual rights.
• NOT Designated Record Set: General chat conversations, administrative assistance, and non-clinical queries that are not saved to patient/student records are NOT part of the Designated Record Set. Free trial accounts do not maintain a Designated Record Set (session-only, no persistence).
• Your Responsibilities: You are solely responsible for:
  • Reviewing and approving all AI-generated clinical/educational documentation before saving to patient/student records
  • Ensuring documentation accuracy and compliance with professional standards
  • Determining when documentation should become part of the official record
  • Maintaining compliance with applicable medical record and educational record retention laws (7+ years minimum)
  • Responding to patient/student requests for access, amendment, or accounting of disclosures

Your Data Stays Yours

All patient records, clinical documentation, and practice information you enter ('Your Content') belongs to you. You may export Your Content at any time using our data export tools (JSON, CSV, or PDF formats).

How Your AI Assistant Learns

Joyera's AI adapts to your practice—learning your preferences, workflows, and patterns to work better for you. This includes remembering your commonly used codes, note formatting preferences, scheduling patterns, and documentation style. These personalizations are part of the Joyera service and enhance your experience while subscribed.

Making Joyera Better for Everyone

To improve our services for all customers, we analyze usage patterns in anonymized, aggregate form. This helps us build better features, improve accuracy, and enhance the platform. This anonymized data does not identify you, your practice, or your patients.

What This Means

• Your Content is exportable: Patient data, clinical notes, and documentation can be exported anytime
• AI capabilities are part of Joyera: The AI models, learned behaviors, workflow optimizations, and service improvements that Joyera develops through operation of the Services are part of our platform and intellectual property
• Personalizations enhance your experience: AI adaptations to your practice's patterns are built into the Joyera service
• Aggregated insights improve the platform: De-identified usage patterns help us serve all customers better

Joyera will NOT use identifiable PHI or student education records for marketing, advertising, or AI model training. De-identified and blinded data may be used to support medical research and improve billing outcomes for our users.

9. Beta Features

We may offer beta or experimental features. These are provided "as-is" without warranties, may be discontinued at any time, and should not be used for critical workflows without adequate backup procedures.

10. Offline Mode and Local Device Storage

Availability: Paid plans only.

Joyera offers an optional Offline Mode feature that stores encrypted copies of PHI locally on your device to enable continued access when internet connectivity is unavailable.

Security Requirements:

To use Offline Mode, your device must have a passcode or biometric lock enabled and device-level encryption active.

Shared Responsibility:

• Joyera Provides: Encryption of all locally stored PHI, automatic data expiration, and audit logging of offline access
• You Are Responsible For: Physical security of your devices, device-level encryption, device access controls, timely reporting of lost or stolen devices, and ensuring devices meet your organization's HIPAA security requirements

Liability:

By enabling Offline Mode, you acknowledge and agree that:

• PHI stored on your local device falls under YOUR organization's HIPAA compliance obligations, not Joyera's
• Joyera is NOT liable for any breach, loss, or unauthorized access to PHI resulting from device theft, loss, malware, unauthorized device access, or failure to implement adequate device security controls
• Device management, mobile device management (MDM), remote wipe capabilities, and endpoint security are YOUR sole responsibility
• In the event of a security incident involving locally stored PHI, YOU are responsible for breach notification, investigation, and remediation

11. Service Availability and Force Majeure

Service Availability:

We strive for high availability but do not guarantee uninterrupted access to the Services. We may modify, suspend, or discontinue any aspect of the Services at any time, with or without notice.

Force Majeure:

Neither party shall be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to:

• Acts of God, natural disasters, earthquakes, floods, fires, or severe weather events
• War, terrorism, riots, civil unrest, or armed conflict
• Epidemics, pandemics, or public health emergencies
• Government actions, orders, regulations, embargoes, or sanctions
• Cyberattacks, distributed denial of service attacks, ransomware, or other malicious cyber activities
• Failure or disruption of internet services, telecommunications networks, or cloud infrastructure
• Failure of third-party service providers, including AI providers, cloud hosting providers, or payment processors
• Labor disputes, strikes, or work stoppages
• Shortage of adequate power, transportation, or materials
• Any other event beyond the reasonable control of the affected party

If a force majeure event continues for more than thirty (30) consecutive days, either party may terminate these Terms upon written notice without liability.

12. Indemnification

You agree to indemnify and hold harmless Joyera from any claims, damages, or expenses arising from:

• Your use or misuse of the Services
• Clinical decisions made using AI-generated content
• Your violation of HIPAA or other healthcare regulations
• Your breach of these Terms
• Unauthorized access to your account due to failure to secure credentials

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: Joyera's total liability for all claims related to the Services shall not exceed the amount you paid us in the 12 months preceding the claim. In no event shall Joyera be liable for:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Medical malpractice or patient harm arising from your use of AI-generated content
• Costs of procurement of substitute services

Some jurisdictions do not allow limitation of liability for personal injury or certain damages, so these limitations may not apply to you.

14. Data Export and Termination

Data Export:

You may export your data at any time using our export tools (available formats: JSON, CSV, PDF). We recommend regularly exporting your data and maintaining backups in your official EHR or student information system.

Termination by You:

You may cancel your subscription at any time through your account settings or by contacting support@joyera.ai. Cancellation takes effect at the end of your current billing period. No refunds will be provided for partial subscription periods.

Termination by Joyera:

We reserve the right, in our reasonable discretion and acting in good faith, to immediately suspend or terminate your access to the Services for any of the following reasons, consistent with applicable law:

• Breach of these Terms, including violation of the Acceptable Use Policy
• Non-payment or failed payment processing for more than 7 days past the due date
• Abusive, threatening, harassing, defamatory, or otherwise inappropriate conduct toward Joyera employees, contractors, support staff, or other users
• Fraudulent, abusive, or illegal activity, or activity we reasonably believe in good faith to be fraudulent, abusive, or illegal based on information available to us
• Activity that, in our reasonable discretion based on information available to us, poses a security risk, violates applicable law, or threatens the integrity or availability of the Services
• Repeated or excessive support requests that demonstrate misuse of support services or place unreasonable burden on our staff
• Chargebacks, payment disputes, or other actions that indicate bad faith in the business relationship
• Any other reason that makes continuation of the business relationship untenable, in our reasonable discretion

Suspension and Investigation:

We may suspend access to your account, without prior notice, pending investigation of suspected Terms violations, security threats, fraudulent activity, or abusive behavior. During suspension, you may not access the Services, but billing may continue unless the account is terminated. We are not required to disclose the specific reasons for suspension during an active investigation.

Right to Refuse Service:

We reserve the right to refuse service to anyone, at any time, for any lawful reason, consistent with applicable law. This is a business relationship that either party may choose to discontinue. Nothing in this Section permits termination based on protected characteristics including race, color, religion, sex, national origin, disability, age, or other characteristics protected by applicable law.

Effect of Termination:

Upon termination of your account for any reason:

• Your license to use the Services terminates immediately
• You have 30 days to export your data before it is permanently deleted from active storage
• Saved chat conversations and documentation will be retained per your plan tier (trial: 24 hours, paid: 7 years), unless you request earlier deletion
• Audit logs (metadata only, no PHI content) will be retained for 7 years for HIPAA/FERPA compliance regardless of account status
• After the 30-day export period, you may still request deletion of saved chats at any time, subject to audit log retention requirements
• If terminated for cause (breach, non-payment, abuse, or fraud), no refunds will be provided for any prepaid fees
• Outstanding fees remain due and payable immediately

HIPAA Compliance:

Regardless of the reason for termination, we will comply with our obligations under HIPAA and our Business Associate Agreement, including providing you with reasonable opportunity to export Protected Health Information and securely destroying PHI as required by law after the retention period.

Record Retention Responsibility:

Important: You should transfer all AI-generated documentation, patient records, and student records to your official EHR or student information system before canceling your account. Joyera is not responsible for your compliance with medical record retention laws, educational record retention laws, or other regulatory requirements after account termination.

15. Acceptable Use Policy

You may not:

• Share account credentials or allow unauthorized access
• Use the Services for non-healthcare or non-educational purposes
• Attempt to interfere with, disrupt, or degrade the performance of the Services
• Upload malicious code, viruses, or harmful content
• Violate any applicable laws or regulations
• Impersonate another user or provide false information
• Access the Services from outside the United States or use VPNs, proxies, or other tools to circumvent geographic restrictions
• Engage in abusive, threatening, harassing, defamatory, discriminatory, or otherwise inappropriate behavior toward Joyera employees, contractors, support staff, or other users
• Make excessive, repetitive, or unreasonable demands on support resources or staff time, or otherwise abuse support services
• Engage in fraudulent activity, including submission of invalid chargebacks or payment disputes for legitimate charges
• Abuse, exploit, circumvent, or attempt to circumvent rate limits, usage quotas, feature restrictions, or other technical or contractual limitations
• Use the Services in a manner that violates the rights of others, including intellectual property rights, privacy rights, or contractual rights
• Scrape, mine, or use automated tools to extract data from the Services without our express written permission

Violation of this Acceptable Use Policy may result in immediate suspension or termination of your account as described in Section 14.

16. Governing Law and Disputes

These Terms shall be governed by the laws of New York State, United States, without regard to conflict of law provisions.

Informal Resolution First:

Before initiating any formal dispute resolution, you agree to contact us at support@joyera.ai and attempt to resolve any dispute informally for at least sixty (60) days. Most concerns can be resolved quickly through direct communication.

Binding Arbitration:

If informal resolution is unsuccessful, any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved exclusively by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in New York, NY (or remotely by mutual agreement). The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.

Class Action Waiver:

YOU AND JOYERA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

Exceptions:

• Either party may seek injunctive relief in court for intellectual property violations or unauthorized access to the Services
• Either party may bring claims in small claims court if the claim qualifies

Attorney's Fees and Costs:

In any arbitration proceeding or court action permitted under this Section (including actions for injunctive relief), the substantially prevailing party shall be entitled to recover its reasonable attorney's fees, expert witness fees, and other costs and expenses incurred in connection with such proceeding from the non-prevailing party. The arbitrator or court shall determine which party is the substantially prevailing party and the reasonableness of any fees and costs claimed.

17. Changes to Terms

We may modify these Terms at any time. Material changes will be communicated via email at least 30 days before taking effect. Continued use after changes constitutes acceptance. If you do not agree to changes, you must stop using the Services and may cancel your subscription.

18. Entire Agreement and General Provisions

These Terms, together with our Privacy Policy and HIPAA BAA, constitute the entire agreement between you and Joyera. If any provision is found unenforceable, the remaining provisions remain in full effect.

Survival:

The following sections survive termination or expiration of these Terms: Section 5 (AI-Generated Content Disclaimer), Section 7 (Data Rights), Section 11 (Indemnification), Section 12 (Limitation of Liability), Section 15 (Governing Law and Disputes), this Section 17, Section 18 (Disclaimer of Warranties), and Section 19 (Limitation on Time to File Claims).

Waiver:

Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or our right to enforce it later.

Assignment:

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets, with notice to you as provided in Section 16.

19. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, JOYERA EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• WARRANTIES THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE
• WARRANTIES REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY CONTENT, INCLUDING AI-GENERATED CONTENT
• WARRANTIES THAT DEFECTS WILL BE CORRECTED OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS

You acknowledge that you are using the Services at your own risk. No advice or information, whether oral or written, obtained from Joyera or through the Services shall create any warranty not expressly stated in these Terms.

Some jurisdictions do not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you. In such jurisdictions, our liability is limited to the maximum extent permitted by law.

20. Limitation on Time to File Claims

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICES, OR YOUR USE THEREOF MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. FAILURE TO FILE WITHIN THIS PERIOD SHALL RESULT IN PERMANENT BARRING OF SUCH CLAIM.

This limitation applies regardless of any longer statute of limitations that might otherwise apply. This limitation does not apply to claims that cannot be limited by contract under applicable law.

For purposes of this Section, a cause of action accrues when the aggrieved party knew or reasonably should have known of the facts giving rise to the claim.

21. Electronic Communications

Consent to Electronic Communications:

By using the Services, you consent to receive communications from Joyera electronically, including via email, in-app notifications, and messages posted to the Services. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

Notices to You:

Notices may be sent to the email address associated with your account. You are responsible for keeping your email address current. Notices are deemed received twenty-four (24) hours after being sent.

Notices to Joyera:

All notices, requests, and communications to Joyera must be sent via email to legal@joyera.ai. Notices sent to any other address or by any other method (including physical mail) will not constitute valid notice under these Terms. Notices to Joyera are deemed received upon confirmed delivery to the specified email address.

Waiver of Paper Communications:

Both parties waive any right to receive communications by physical mail and agree that electronic communications shall be the exclusive method for all notices and communications under these Terms.