Auralit-i AI (Pty) Ltd User Terms and Conditions

Effective Date: 17 August 2025

1. Introduction

Welcome to AURALIT-i. These Terms and Conditions ("Terms") establish a legally binding agreement between you ("User," "you," or "your") and Auraliti AI (Pty) Ltd regarding the access and use of the AURALIT-i application and related services (collectively, the "Services").

By accessing or utilising our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, along with our Privacy Policy, which is incorporated herein by reference. If you do not agree with these Terms, you must refrain from using our Services.

We reserve the right to terminate or restrict your access to the Services at our discretion for any violations of these Terms or applicable laws.

2. Description of Service

AURALIT-i is an advanced audio-to-document processing platform that leverages artificial intelligence ("AI") to assist professionals, particularly in healthcare, with document creation from audio recordings. The Services are designed to improve operational efficiency and documentation precision through innovative technology.

Geographic Availability: Our Services are primarily available within Sub-Saharan Africa, and usage is subject to compliance with all relevant local laws and regulations.

User Responsibility: You are responsible for ensuring that your audio recordings are in compatible formats supported by our Services and that the content complies with these Terms and all applicable laws.

3. User Accounts and Registration

3.1 Eligibility

• Legal Capacity: By registering for an account, you represent that you are at least 18 years old and capable of entering into legally binding contracts.
• Accuracy of Information: 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

• Confidentiality: You are responsible for maintaining the confidentiality of your account credentials, including your username and password.
• Two-Factor Authentication: Access to account services requires two-factor authentication to enhance security.
• Unauthorized Access: You agree to notify us immediately at info-officer@auraliti.app of any unauthorized use of your account or any other breach of security.
• Liability for Account Activities: You are responsible for all activities that occur under your account, whether or not authorised by you.

3.3 Main Account Holder Responsibility

As the Main Account holder, you warrant that you will protect the integrity of the Services. You further agree to ensure that all users to whom you grant access to the system have read, understood, and will comply with these Terms and Conditions. You acknowledge and accept full responsibility for all activities that occur under your account, including those performed by other users you have invited to the system.

4. Subscription and Payment Terms

4.1 Subscription Plans

• Plan Options: We offer multiple subscription tiers with varying features and limits, as detailed on our Subscription Plans page.
• Payment Terms: Subscription fees are billed monthly in advance. All fees are non-refundable, except as required by law or specified in these Terms.
• Usage & Rollover: All processing hours, whether from a subscription plan or a promotional offer, expire at the end of each monthly billing cycle and do not carry over. Unused hours from one month are not transferable to the next. Should you require more processing hours than your monthly allocation, you may purchase additional minutes at the rate specified on our Subscription Plans page.
• Auto-Renewal: Subscriptions will automatically renew at the end of each billing cycle unless canceled by you prior to the renewal date.

4.2 Payment Processing

• Payment Gateway: All transactions are securely processed via our payment gateway partner. By providing your payment information, you authorise us to charge the applicable fees to your payment method.
• Accuracy of Payment Information: You are responsible for ensuring that your payment details are accurate, complete, and up to date to avoid service interruption.
• Failed Payments: If a payment fails, we may suspend or terminate your access to the Services until payment is successfully processed.

5. User-Generated Content

5.1 Ownership and Rights

• User Content: You retain ownership of all content you create or upload to the Services, including audio recordings, transcripts, documents, and any other materials ("User Content").
• Licence to Us: By submitting User Content, you grant us a non-exclusive, worldwide, royalty-free, sublicensable right to use, process, store, and transmit your User Content solely for the purpose of providing the Services.

5.2 Your Responsibilities

• Compliance with Laws: You represent and warrant that you have all necessary rights and permissions to upload the User Content and that such content does not violate any laws or third-party rights.
• Client Consent: If you upload content containing personal or sensitive information about third parties (e.g., clients or patients), you represent that you have obtained all necessary consents and authorisations as required by applicable laws, including but not limited to the Protection of Personal Information Act (POPIA).
• Content Removal: Access to features for you to create, download, store, and delete your User Content is controlled by the user role you have been assigned.

5.3 Responsibility for Data After Export

You acknowledge and agree that your responsibility for the security and compliant handling of User Content extends beyond the use of our Services. Once you download, export, print, email, or otherwise transmit User Content from the AURALIT-i platform to your own local devices, networks, or third-party systems, Auraliti AI (Pty) Ltd's security obligations and responsibilities for that specific data cease. You become solely responsible for implementing appropriate technical and organisational measures to protect the data on your systems and during any subsequent transmission. You warrant that you will ensure ongoing compliance with all applicable local and international laws, regulations, and professional standards governing the storage, handling, and transmission of sensitive and clinical information, including but not limited to POPIA.

6. Use of the Service

6.1 Permitted Use

• Service Access: Subject to these Terms, we grant you a limited, non-transferable, non-exclusive licence to access and use the Services for your internal business purposes. Your specific access and permitted use are governed by the user role assigned to you by the Main Account holder.
• Professional Review: You acknowledge that AI processing may lead to variability in results. It is your responsibility to review and, if necessary, edit the processed documents to ensure accuracy and compliance with professional standards.

6.2 Prohibited Activities

You agree not to: * Illegal Use: Use the Services for any unlawful purpose or in violation of any local, state, national, or international law. * Inappropriate Content: Submit or transmit any content that is defamatory, obscene, pornographic, invasive of privacy, abusive, illegal, or otherwise objectionable. * Disruption: Interfere with or disrupt the integrity or performance of the Services. * Unauthorized Access: Attempt to gain unauthorized access to any portions of the Services or any systems or networks connected to the Services. * Reverse Engineering: Copy, modify, create derivative works of, reverse engineer, decompile, or disassemble any part of the Services.

6.3 Monitoring and Enforcement

We reserve the right to: * Content Review: Monitor User Content to ensure compliance with these Terms and applicable laws including the terms and conditions that we may have to adhere to from time to time for the services we utilise from third-party providers. * Action on Violations: Remove or refuse to post any User Content and suspend or terminate access to the Services for violations of these Terms.

7. Data Privacy and Security

7.1 Data Practices

Your privacy is important to us. Our data collection, use, and disclosure practices are detailed in our Privacy Policy, which is incorporated into these Terms by reference. * Encryption: We employ robust encryption protocols (SSL/TLS) to protect data during transmission, and data is encrypted at rest by our third-party service providers. * Data Retention: We retain personal information on all active subscription plans. All inactive subscription plan data will be retained for a maximum of 90 days after the termination or non-payment of active subscriptions. * Voice recordings: We retain voice recordings for a maximum of 3 days (72 hours). The temporary audio record of all consultation that is kept is to cater for internet connection issues and allow for the manually uploading of the consultation at a later stage without the danger of the transcript being lost. * Monitoring: User interactions with our Services are monitored for security and operational efficiency.

7.2 Third-Party Services

• Service Providers: We utilise third-party service providers, such as AWS and OpenAI, which may process, store, or transfer data outside of South Africa.
• Consent to Transfer: By using the Services, you consent to the processing, storage, and transfer of data in jurisdictions outside South Africa, assuring that data handling complies with regulations equivalent to or more stringent than South African data protection laws.
• Disclosure: Information regarding third-party providers that may handle user data will be disclosed to users as applicable.

7.3 Data Processing with OpenAI

• Business Associate Agreement (BAA): We have a BAA with OpenAI to ensure secure and compliant processing of personal and sensitive data, including compliance with the Health Insurance Portability and Accountability Act (HIPAA).
• Zero Data Retention: OpenAI operates under a Zero Data Retention policy for all API endpoints utilised by the AURALIT-i application.
• Content Moderation: All data returned by the OpenAI API is checked by OpenAI's Content Moderation API, and we log moderation results to monitor any harmful abuse of our application services.

8. Intellectual Property

8.1 Ownership Rights

• Our Property: All rights, title, and interest in and to the Services, including but not limited to software, technology, algorithms, content, trademarks, logos, and service marks ("Intellectual Property"), are owned by Auraliti AI (Pty) Ltd or its licensors.
• Licence to You: We grant you a limited, revocable, non-exclusive, non-transferable licence to access and use the Intellectual Property solely in connection with your permitted use of the Services.

8.2 Restrictions

You agree not to: * Unauthorized Use: Use, reproduce, modify, or create derivative works of the Intellectual Property except as expressly authorised in these Terms. * Infringement: Infringe or violate our Intellectual Property rights or those of any third party.

9. Limitation of Liability and Indemnity

9.1 Warranties Disclaimer

• Service "As-Is": The Services are provided on an "as-is" and "as available" basis without warranties of any kind, either express or implied.
• No Warranty: We disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

9.2 Limitation of Liability

• Exclusion of Damages: To the fullest extent permitted by law, Auraliti AI (Pty) Ltd shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill, arising from or related to your use of the Services.
• Maximum Liability: In no event shall our total liability exceed the amount you have paid to us in the six (6) months preceding the event giving rise to the liability.

9.3 Indemnification

You agree to indemnify, defend, and hold harmless Auraliti AI (Pty) Ltd, its affiliates, officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to: * Your violation of these Terms. * Any use of the Services other than as expressly authorised in these Terms. * Your failure to adequately secure User Content after it has been downloaded, exported, or otherwise removed from the Services, resulting in a data breach or violation of any applicable law. * Your violation of any third-party rights, including intellectual property rights or privacy rights.

10. Legal Compliance and Dispute Resolution

10.1 Governing Law

These Terms and any disputes arising under or related to these Terms or the Services shall be governed by the laws of the Republic of South Africa.

10.2 Jurisdiction

You agree to submit to the personal and exclusive jurisdiction of the courts located within South Africa for the resolution of any disputes arising out of or relating to these Terms or the Services.

10.3 Dispute Resolution

• Negotiation: Parties shall first attempt to resolve any dispute informally through good-faith negotiations.
• Mediation and Arbitration: If a dispute cannot be resolved through negotiation within thirty (30) days, the parties agree to seek resolution through mediation or binding arbitration in accordance with the rules of the Arbitration Foundation of Southern Africa (AFSA).
• Costs: Each party shall bear its own costs, and the parties shall share the costs of mediation or arbitration equally unless otherwise awarded by the mediator or arbitrator.

11. Amendments and User Notifications

11.1 Changes to Terms

We reserve the right to modify or update these Terms at any time. Any changes will be effective upon posting the updated Terms on our website. * Notification of Changes: We will notify you of significant changes via email or through a notice on our website or Services. * Acceptance of Changes: Your continued use of the Services after any such modifications shall constitute your acceptance of the new Terms.

11.2 Communications

• Electronic Notices: You agree to receive communications from us electronically, such as emails or notices posted on the Services.
• Contact Information: It is your responsibility to keep your contact information up to date to receive important notifications.

12. Support and Contact Information

• Customer Support: If you have any questions or need assistance with the Services, please contact our support team at support@auraliti.app or +27 (0)21 891 0163.
• Response Time: We strive to respond to all inquiries within two (2) business days.

13. General Provisions

13.1 Confidential Information

• Definition: "Confidential Information" means any non-public information disclosed by us to you that is designated as confidential or that should reasonably be understood to be confidential.
• Obligations: You agree to maintain the confidentiality of our Confidential Information and not to disclose it to any third party without our prior written consent.
• Exclusions: Confidential Information does not include information that is publicly available, independently developed without use of Confidential Information, or rightfully obtained from a third party.

13.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall be enforced to the fullest extent under law.

13.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

13.4 Entire Agreement

These Terms, along with the Privacy Policy and any other legal notices published by us, constitute the entire agreement between you and Auraliti AI (Pty) Ltd concerning the Services.

13.5 Assignment

You may not assign or transfer these Terms or any rights or obligations herein without our prior written consent. We may assign these Terms without restriction.

13.6 Force Majeure

We shall not be liable for any failure or delay in performance due to causes beyond our reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, labour disturbances, or interruptions in telecommunications or internet services.

14. Instructions for Use and User Conduct

14.1 Usage Guidelines

You are encouraged to review our Instructions for Use to understand how to effectively utilise the Services. * User Roles & Access: Access to and use of certain features within the Services are determined by the user role assigned to you by the Main Account holder. Roles include Main Account (Owner), Practice Manager, Clinical Practitioner, Clinical Support, and Administrative, each with a specific set of permissions and capabilities. * Client Selection: Ensure you have selected the appropriate client profile before recording or uploading audio. * Audio Recording and Uploading: Use the built-in recorder or upload compatible audio files. Follow on-screen prompts for optimal results. * Transcription and Document Creation: Utilise the transcription features to convert audio to text and create formatted documents using available templates. * Voice Editor: Make edits using the Voice Editor, providing clear and precise instructions for modifications.

14.2 Best Practices

• Language: Default document language is English (en). The best results are obtained using English in voice recordings.
• Quality of Input: For best results, use a dedicated microphone, limit background noise, and speak clearly when recording.
• Specific Instructions: When using voice commands for editing, ensure that your instructions are specific and unambiguous.
• Data Accuracy: Review and verify all transcriptions and documents for accuracy and completeness.

15. Termination

15.1 Termination by You

You may terminate these Terms by closing your account at any time. Upon termination, you must cease all use of the Services.

15.2 Termination by Us

We may suspend or terminate your access to the Services at our discretion, without notice, for: * Breach of Terms: Violation of these Terms or any applicable laws. * Inactivity: Extended period of inactivity exceeding 90 days after last subscription payment. * Compliance with Legal Obligations: To comply with legal requirements or as otherwise set forth in these Terms.

15.3 Effect of Termination

Upon termination: * Access Rights: Your right to access and use the Services will immediately cease. * Data Deletion: We may delete your User Content and account data, except as required to be retained under applicable laws or our Privacy Policy.

16. Children's Privacy

Our Services are not intended for the use by individuals under 18 years of age. * Parental Consent: Users under 18 must have permission from their parent or guardian to use our Services. * No Collection of Children's Data: We do not knowingly collect personal information from users under the age of 18. If we become aware of such data, we will take steps to delete it promptly.

17. Third-Party Links and Services

• External Links: The Services may contain links to third-party websites or services that are not owned or controlled by us.
• No Endorsement: Inclusion of any link does not imply endorsement by Auraliti AI (Pty) Ltd.
• User Responsibility: You access third-party websites at your own risk. We are not responsible for the content, privacy policies, or practices of any third-party websites or services.

18. Feedback

We welcome and encourage you to provide feedback, comments, and suggestions for improvements to the Services ("Feedback"). * Licence to Feedback: You grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right to use and incorporate the Feedback for any purpose.

19. Changes to This Policy

Effective Date: 17/08/2025

We may update these Terms and Conditions, as and when we deem it to be necessary.

• Notification of Changes: Significant changes will be communicated via email or through a notice on our website.

• Continued Use: Using our Services after changes constitutes acceptance of the updated Terms and Conditions.