Terms of Service

1. Introduction and Acceptance

1.1 Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Appuix, Inc., a Delaware corporation doing business as V100.ai ("V100.ai," "Appuix," "Company," "we," "us," or "our"). By accessing or using the V100.ai platform, services, or any related applications (collectively, the "Services"), you acknowledge that you have read, understood, and agree to be bound by these Terms.

1.2 Corporate Structure

V100.ai is a brand name and doing business as (DBA) designation of Appuix, Inc. All legal obligations, rights, and responsibilities under these Terms are with Appuix, Inc. Any reference to "V100.ai" shall be deemed a reference to Appuix, Inc. operating under the V100.ai brand.

1.3 Eligibility

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use our Services. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

2. Service Description

2.1 Platform Overview

V100.ai provides an enterprise-grade video conferencing and AI-powered video editing platform with the following core capabilities:

• Real-time video conferencing with support for billions of concurrent users
• AI-powered automatic video editing and content optimization
• HIPAA-compliant data handling and storage
• Incremental billing system based on actual usage
• Multi-language transcription and translation (40+ languages)
• AI participant integration for note-taking and assistance
• White-label customization options

2.2 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We will make reasonable efforts to notify you of material changes that may negatively impact your use of the Services.

3. HIPAA Compliance and Healthcare Data

3.1 Business Associate Agreement (BAA)

For Customers who are "Covered Entities" or "Business Associates" as defined under the Health Insurance Portability and Accountability Act of 1996 and its implementing regulations (collectively, "HIPAA"), we will enter into a separate Business Associate Agreement ("BAA"). The BAA governs our handling of Protected Health Information ("PHI") and is incorporated by reference into these Terms.

3.2 HIPAA Safeguards

V100.ai implements appropriate administrative, physical, and technical safeguards to protect the confidentiality, integrity, and availability of PHI, including:

• Encryption: AES-256-GCM encryption for data at rest and TLS 1.3+ encryption for data in transit
• Access Controls: Role-based access control (RBAC) with multi-factor authentication (MFA)
• Audit Logging: Comprehensive audit logs retained for six (6) years minimum
• Data Segregation: Logical separation of Customer data using industry-standard practices
• Incident Response: Documented breach notification procedures compliant with 45 CFR § 164.410
• Post-Quantum Cryptography: Implementation of quantum-resistant encryption algorithms (Kyber, Dilithium, SPHINCS+)
• Zero-Knowledge Architecture: End-to-end encryption ensuring Appuix cannot access unencrypted PHI

3.3 Permitted Uses and Disclosures

We will only use and disclose PHI as permitted by the BAA, applicable law, and your written instructions. We will not use or disclose PHI for our own purposes except as required by law or as expressly permitted in the BAA.

3.4 Breach Notification

In the event of a breach of unsecured PHI, we will notify you without unreasonable delay and no later than sixty (60) days after discovery of the breach, as required under 45 CFR § 164.410. Such notification will include all information required by HIPAA regulations.

3.5 Subcontractors

We may engage subcontractors to assist in providing the Services. Any subcontractor that will have access to PHI will be required to enter into a BAA containing terms substantially similar to those in our BAA with you and will be bound by the same restrictions and obligations.

3.6 Data Residency and Control

Customers may select geographic data residency options to ensure PHI is stored and processed in compliance with applicable regulations. On-premise deployment options are available for organizations requiring complete data control.

4. Data Privacy and Security

4.1 Data Ownership

You retain all ownership rights to your data, content, and materials uploaded to or created through the Services ("Customer Data"). We claim no intellectual property rights over Customer Data.

4.2 Data Processing

We process Customer Data solely for the purpose of providing the Services and as instructed by you. We will not sell, rent, or share Customer Data with third parties except as necessary to provide the Services or as required by law.

4.3 Data Security

We implement industry-leading security measures, including:

• SOC 2 Type II certified infrastructure
• Regular security assessments and penetration testing
• Automated security monitoring and threat detection
• Incident response procedures with 24/7 security operations
• Employee background checks and security training
• Physical security controls for data center access

4.4 Data Retention and Deletion

We retain Customer Data for as long as necessary to provide the Services or as required by law. Upon termination or at your request, we will delete or return Customer Data within thirty (30) days, except where retention is required by law or for legitimate business purposes (e.g., billing disputes, legal holds).

4.5 Data Portability

You may export Customer Data at any time using our API or data export tools. We will provide reasonable assistance in transferring Customer Data to alternative platforms upon termination.

5. Billing and Payment

5.1 Pricing Models

V100.ai offers multiple pricing models:

• Subscription Plans: Monthly or annual subscription fees based on selected tier (Starter, Pro, Enterprise)
• Incremental Billing: Per-minute charges for video conferencing, AI processing, and AI participant services
• Usage-Based: Pay-as-you-go pricing for storage, transcription, and additional features
• Custom Enterprise: Negotiated pricing for high-volume customers

5.2 Incremental Billing Details

Incremental billing is calculated per minute of usage for:

• AI Note-Taker participants: $0.50 per minute
• Standard video participants: $1.50 per minute
• Expert consultations: $5.00 per minute (or custom rates)
• AI video processing: Rates based on video length and complexity

5.3 Payment Terms

Subscription fees are billed in advance on a monthly or annual basis. Incremental and usage-based charges are billed in arrears at the end of each billing cycle. Payment is due within fifteen (15) days of invoice date unless otherwise specified in your agreement.

5.4 Late Payment and Suspension

Accounts with payment overdue by more than fifteen (15) days may be subject to late fees of 1.5% per month or the maximum rate permitted by law, whichever is less. We reserve the right to suspend Services for accounts overdue by thirty (30) days or more.

5.5 Taxes

All fees are exclusive of applicable taxes, duties, and levies (including but not limited to sales, use, and value-added taxes). You are responsible for all such taxes except those based on our net income.

5.6 Refunds

Subscription fees are non-refundable except as required by law or as expressly stated in your agreement. Usage-based charges are final once services are rendered. We may provide pro-rated refunds for service outages exceeding our SLA commitments.

6. Security and Compliance

6.1 Certifications and Standards

V100.ai maintains compliance with the following standards:

• HIPAA (Health Insurance Portability and Accountability Act)
• SOC 2 Type II (Service Organization Control)
• GDPR (General Data Protection Regulation) for EU customers
• CCPA (California Consumer Privacy Act)
• ISO 27001 Information Security Management (in progress)

6.2 Security Incident Response

In the event of a security incident affecting Customer Data, we will:

• Notify affected customers within 72 hours of discovery
• Provide details of the incident, affected data, and remediation steps
• Conduct a thorough investigation and implement corrective measures
• Cooperate with customers in fulfilling regulatory notification requirements

6.3 Customer Security Responsibilities

You are responsible for:

• Maintaining the confidentiality of account credentials
• Implementing appropriate access controls for your users
• Monitoring and auditing user activity on your account
• Promptly notifying us of any unauthorized access or security incidents
• Ensuring compliance with applicable laws and regulations for your use of the Services

7. Acceptable Use Policy

7.1 Prohibited Activities

You agree not to use the Services to:

• Violate any applicable law, regulation, or third-party right
• Infringe intellectual property rights of others
• Transmit malware, viruses, or other malicious code
• Attempt to gain unauthorized access to systems or networks
• Interfere with or disrupt the Services or servers
• Engage in fraudulent, deceptive, or illegal activities
• Harass, abuse, or harm other users
• Transmit spam or unsolicited communications
• Reverse engineer or attempt to extract source code
• Use the Services to compete with Appuix or create similar products

7.2 Content Standards

You are responsible for ensuring that Customer Data does not contain:

• Illegal, defamatory, or obscene content
• Content that violates intellectual property rights
• Sensitive personal information without proper authorization
• Content promoting violence, discrimination, or hate speech

7.3 Enforcement

We reserve the right to investigate suspected violations of this Acceptable Use Policy. We may suspend or terminate access to the Services for violations, with or without notice, and may report violations to law enforcement authorities.

8. Intellectual Property Rights

8.1 Our Intellectual Property

The Services, including all software, algorithms, designs, trademarks, and other intellectual property, are owned by Appuix, Inc. or our licensors. These Terms do not grant you any ownership rights to our intellectual property.

8.2 License to Use Services

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. This license does not include the right to sublicense, resell, or distribute the Services except as explicitly authorized in a white-label or reseller agreement.

8.3 Your Content

You retain all rights to Customer Data. By uploading Customer Data to the Services, you grant us a limited license to process, store, and transmit Customer Data solely for the purpose of providing the Services.

8.4 AI-Generated Content

Content generated by our AI features (such as edited videos, transcriptions, and summaries) is owned by you. However, we retain the right to use anonymized, aggregated data derived from AI processing to improve our Services.

8.5 Feedback

Any feedback, suggestions, or ideas you provide about the Services may be used by us without obligation or compensation to you.

9. Warranties and Disclaimers

9.1 Service Level Agreement (SLA)

We guarantee 99.99% uptime for the Services, measured monthly. If we fail to meet this SLA, you may be eligible for service credits as specified in your agreement. Our SLA does not cover downtime resulting from:

• Scheduled maintenance (with advance notice)
• Customer's equipment, network, or actions
• Force majeure events
• Third-party services beyond our control

9.2 Limited Warranty

We warrant that the Services will perform substantially in accordance with our documentation. This warranty is subject to your proper use of the Services and does not apply to issues caused by misuse, modifications, or third-party software.

9.3 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE.

We do not warrant that the Services will be uninterrupted, error-free, or completely secure. We are not responsible for delays, delivery failures, or damages resulting from acts beyond our reasonable control.

9.4 AI Accuracy

While we strive for high accuracy in our AI features, we do not guarantee that AI-generated content (transcriptions, translations, edits, etc.) will be completely accurate or error-free. You are responsible for reviewing and verifying AI-generated content before use.

10. Limitation of Liability

10.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

10.2 Exclusion of Damages

IN NO EVENT SHALL APPUIX, INC., ITS AFFILIATES, OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.3 Exceptions

The limitations in this Section 10 do not apply to:

• Your breach of intellectual property rights
• Your violation of the Acceptable Use Policy
• Your indemnification obligations
• Claims where liability cannot be limited by law (e.g., willful misconduct, gross negligence)

11. Indemnification

11.1 Your Indemnification

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

• Your use of the Services
• Your violation of these Terms
• Your violation of applicable laws or regulations
• Customer Data or your content
• Your negligence or willful misconduct
• Claims by third parties arising from your use of the Services

11.2 Our Indemnification

We will indemnify you against claims by third parties alleging that the Services infringe their intellectual property rights, provided that you:

• Promptly notify us in writing of the claim
• Grant us sole control of the defense and settlement
• Provide reasonable cooperation in the defense

This indemnification does not apply to claims arising from Customer Data, modifications to the Services, or use of the Services in combination with third-party products.

12. Term and Termination

12.1 Term

These Terms commence when you first access the Services and continue until terminated by either party as provided herein. Subscription periods are specified in your order or agreement.

12.2 Termination by You

You may terminate these Terms at any time by:

• Canceling your subscription through your account settings
• Providing written notice to support@v100.ai
• Ceasing all use of the Services

Termination does not relieve you of payment obligations for services already rendered or subscriptions paid in advance.

12.3 Termination by Us

We may terminate these Terms or suspend your access to the Services:

• Immediately for violations of these Terms
• With thirty (30) days' notice for convenience
• Immediately if your account is thirty (30) days past due
• Immediately if required by law or court order

12.4 Effect of Termination

Upon termination:

• Your access to the Services will be immediately revoked
• You must cease all use of the Services
• We will provide a thirty (30) day period to export Customer Data
• After thirty (30) days, we may delete Customer Data unless retention is required by law
• You remain liable for all fees incurred prior to termination
• Sections that by their nature should survive will continue to apply

12.5 Survival

The following sections survive termination: Data Ownership, Intellectual Property Rights, Warranties and Disclaimers, Limitation of Liability, Indemnification, Governing Law, and Dispute Resolution.

13. Dispute Resolution and Governing Law

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

13.2 Informal Resolution

Before initiating formal dispute resolution, the parties agree to attempt to resolve disputes through good faith negotiations for at least thirty (30) days. Notice of disputes should be sent to legal@appuix.com.

13.3 Arbitration

Any dispute arising out of or relating to these Terms that cannot be resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in English in Wilmington, Delaware, by a single arbitrator mutually agreed upon by the parties.

The arbitrator's award shall be final and binding, and judgment may be entered upon it in any court of competent jurisdiction. Each party shall bear its own costs of arbitration unless the arbitrator awards costs to the prevailing party.

13.4 Exceptions to Arbitration

Either party may seek equitable relief in court for violations of intellectual property rights or confidentiality obligations, without first engaging in arbitration.

13.5 Class Action Waiver

YOU AND APPUIX AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY, AND NOT AS A CLASS ACTION, CLASS ARBITRATION, OR CONSOLIDATED ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

13.6 Jurisdiction

To the extent arbitration does not apply, you agree to submit to the exclusive jurisdiction of the state and federal courts located in Delaware, United States.

14. General Provisions

14.1 Amendments

We may modify these Terms at any time by posting the revised Terms on our website. Material changes will be communicated via email or through the Services at least thirty (30) days before becoming effective. Your continued use of the Services after changes take effect constitutes acceptance of the revised Terms.

14.2 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, or sale of assets. Any attempted assignment in violation of this provision is void.

14.3 Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

14.4 Notices

Notices to you may be sent to the email address associated with your account or through the Services. Notices to us should be sent to:

14.5 Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

14.6 Waiver

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

14.7 Entire Agreement

These Terms, together with the Privacy Policy, BAA (if applicable), and any other agreements referenced herein, constitute the entire agreement between you and Appuix regarding the Services and supersede all prior agreements, understandings, and communications, whether written or oral.

14.8 Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights except as expressly stated herein.

14.9 Export Compliance

The Services may be subject to U.S. export control laws and regulations. You agree to comply with all applicable export and import laws and regulations and will not export, re-export, or transfer the Services to prohibited countries, entities, or persons.

14.10 U.S. Government Rights

The Services constitute "commercial computer software" and "commercial computer software documentation" as defined in FAR 12.212 and DFARS 227.7202. U.S. Government users acquire the Services with only those rights set forth in these Terms.

15. Contact Information

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