Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Client,” “you,” or “your”) and Fayha Health Technologies, LLC (“Fayha,” “we,” “us,” or “our”) governing your access to and use of the Fayha AI-assisted clinical documentation service (the “Service”).

Fayha operates as a managed service — not a self-serve software platform. Clients engage Fayha directly and are onboarded through a service agreement and executed Business Associate Agreement. By engaging the Service, signing a service agreement, or using the Fayha recording tool provided to you, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, incorporated herein by reference. If you are accepting these Terms on behalf of a healthcare organization or medical practice, you represent that you have the authority to bind that entity.

If you do not agree to these Terms, do not use the Service.

The Service is intended exclusively for:

• Licensed physicians, physicians-in-training under supervision, and licensed allied health professionals practicing within the scope of their licensure;
• Authorized administrative and clinical staff of healthcare organizations operating under the direction of a licensed provider; and
• Individuals who are at least 18 years of age and legally capable of forming a binding contract.

You represent and warrant that you meet all eligibility requirements. Fayha reserves the right to verify credentials and decline or terminate service where eligibility cannot be confirmed.

Fayha provides a managed AI-assisted clinical documentation service. The workflow is as follows:

• Fayha provides enrolled Clients with a dedicated recording tool for capturing patient encounters;
• The Client uses the recording tool during or after a clinical encounter to capture the relevant audio;
• The audio is securely transmitted to Fayha, where it is converted from voice to text using AI transcription;
• The transcription is processed by Fayha's AI to generate a structured draft clinical note;
• A trained Fayha team member reviews the draft note for quality and accuracy before delivery; and
• The finalized note is delivered to the Client for review, approval, and entry into their clinical records.

Fayha is a documentation assistance service. All delivered notes are draft material subject to the Client's final review and sign-off. Nothing in this Service constitutes medical advice, clinical decision support, or a substitute for professional medical judgment.

Clients are onboarded by Fayha directly — there is no self-serve registration portal. To engage the Service, you must complete the Fayha onboarding process, which includes providing accurate professional information (including name, NPI number, specialty, and clinic or practice details), executing a service agreement, and executing a Business Associate Agreement (BAA) before any patient data is shared with Fayha.

You are responsible for:

• Ensuring all information provided during onboarding is accurate and kept up to date;
• Using the Fayha recording tool only for encounters you are authorized to document;
• Ensuring any authorized staff at your practice who use the recording tool have been informed of and agree to these Terms; and
• Notifying Fayha promptly at support@fayha.ai of any changes to your practice details or any suspected misuse of the Service.

Access to the Service is non-transferable and may not be shared with or delegated to individuals not covered by your service agreement without Fayha's prior written consent.

Subject to these Terms and payment of applicable fees under your service agreement, Fayha grants you a limited, non-exclusive, non-transferable right to use the Fayha recording tool and receive the documentation service solely for:

• Recording patient encounters you personally conduct or supervise, for the purpose of clinical documentation;
• Receiving, reviewing, and approving clinical notes delivered by Fayha; and
• Using delivered notes within your own clinical records in accordance with applicable professional and legal standards.

You agree not to:

• Use the recording tool to capture encounters you did not personally conduct or supervise, or to create fraudulent clinical records;
• Submit Fayha-delivered notes into a medical record without first reviewing them and taking full clinical responsibility for the content;
• Share, transfer, or provide the recording tool or Fayha-delivered notes to individuals not covered by your service agreement;
• Attempt to reverse engineer, copy, or reproduce any part of Fayha's AI models, workflows, or proprietary processes;
• Use the Service to transmit or process data in violation of applicable law, including HIPAA;
• Record individuals without their knowledge or in circumstances where recording is prohibited by applicable law; or
• Engage in any conduct intended to defraud Fayha, other Clients, patients, or third parties.

Violation of these prohibitions may result in immediate termination of your service agreement and may expose you to legal liability.

You acknowledge and agree that:

• Fayha's human review step is a quality assurance measure — it does not constitute clinical review or independent medical judgment;
• All delivered notes must be reviewed by you before being entered into any clinical record or used in patient care decisions;
• You will not sign, attest to, or submit any note that you have not personally reviewed and for which you do not accept full clinical responsibility;
• Fayha is not a licensed healthcare provider and does not practice medicine;
• The Service does not constitute clinical decision support under FDA definitions and is not intended to diagnose, treat, cure, or prevent any medical condition;
• You are solely responsible for the clinical accuracy of your patient records and for compliance with applicable professional, state, and federal documentation standards; and
• AI transcription and note generation may contain errors or omissions that must be identified and corrected by you before any note is used.

Because Fayha receives and processes patient encounter recordings on behalf of healthcare providers, Fayha qualifies as a Business Associate under HIPAA. A Business Associate Agreement (BAA) is executed with every Client as a mandatory part of the onboarding process. No audio, transcription, or patient information may be shared with Fayha until a BAA is signed.

As a Client, you are responsible for:

• Obtaining all necessary patient authorizations, or confirming that a valid HIPAA exception applies, before recording any encounter;
• Informing patients of your use of AI-assisted documentation services where required by applicable law or professional guidelines;
• Ensuring your use of Fayha complies with all applicable state privacy laws in addition to federal HIPAA requirements; and
• Not transmitting any recording to Fayha before the BAA is fully executed.

Subscription Plans. Access to the Service requires a paid subscription. Plan details, pricing, and included features are described on our Pricing page and may be updated from time to time with advance notice.

Billing. Subscriptions are billed monthly or annually in advance. All fees are in US Dollars and are non-refundable except as expressly provided herein or required by applicable law.

Free Trial. Where offered, free trials provide limited-duration access to the Service. At the end of the trial period, continued access requires a paid subscription. We may require payment information to initiate a free trial.

Late Payment. Unpaid invoices are subject to a 1.5% monthly late fee (or the maximum permitted by law, whichever is less). Fayha reserves the right to suspend Service access for accounts more than 30 days past due.

Taxes. You are responsible for all applicable taxes, duties, and levies associated with your subscription, excluding taxes on Fayha's net income.

Refund Policy. Fayha does not provide refunds for partial subscription months or unused features. In exceptional circumstances, refund requests may be submitted to support@fayha.ai within 7 days of a charge and will be considered on a case-by-case basis.

The Service, including its software, design, logos, trademarks, AI models, documentation, and all other content created by Fayha, is owned by Fayha Health Technologies, LLC and is protected by copyright, trademark, and other applicable intellectual property laws.

These Terms do not grant you any right, title, or interest in the Service beyond the limited license described in Section 5. You may not reproduce, distribute, modify, create derivative works from, or publicly display any part of the Service without Fayha's prior written consent.

You retain all ownership rights to the clinical notes you create using the Service and to all patient data you input or that is captured during your sessions. Fayha claims no ownership over your clinical documentation or patient records.

By using the Service, you grant Fayha a limited, non-exclusive license to process your data solely as necessary to provide the Service to you, in accordance with our Privacy Policy and any applicable BAA.

Upon termination of your account, you may request an export of your account data in a standard format within 30 days of termination. After 30 days, Fayha will delete your data in accordance with our data retention policies.

By You. You may terminate the service agreement in accordance with its notice provisions. Upon effective termination, Fayha will cease processing new recordings and will deliver any notes already in progress.

By Fayha. Fayha may suspend or terminate the Service, with or without notice, if you materially breach these Terms or your service agreement, fail to pay applicable fees, provide recordings in violation of applicable law, or if continued service is required to be terminated by law or legal order.

Effect of Termination. Upon termination: (a) Fayha's obligation to deliver further notes ends; (b) you must immediately cease use of the Fayha recording tool and return or destroy it if instructed; and (c) provisions that by their nature survive termination — including clinical responsibility, disclaimers, limitation of liability, and governing law — shall remain in effect.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, OR COMPLETENESS.

FAYHA DOES NOT WARRANT THAT: (A) THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; (B) ANY ERRORS WILL BE CORRECTED; (C) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS; OR (D) AI-GENERATED CLINICAL NOTES WILL BE ACCURATE, COMPLETE, OR SUITABLE FOR SUBMISSION WITHOUT PHYSICIAN REVIEW.

THE SERVICE IS A DOCUMENTATION TOOL, NOT A MEDICAL DEVICE OR CLINICAL DECISION SUPPORT SYSTEM. FAYHA IS NOT RESPONSIBLE FOR CLINICAL OUTCOMES ARISING FROM THE USE OF NOTES GENERATED BY THE SERVICE.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FAYHA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF FAYHA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL FAYHA'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO FAYHA IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED US DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN FULL.

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

• Your use of the Service in violation of these Terms;
• Your violation of any applicable law, including HIPAA;
• Your use or submission of AI-generated notes without adequate review;
• Any patient care decisions made in connection with notes generated by the Service; or
• Any third-party claims arising from your use of the Service.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of law principles.

Informal Resolution. Before initiating any formal legal proceeding, you agree to contact Fayha at support@fayha.ai and attempt to resolve the dispute informally for a period of 30 days.

Arbitration. Any dispute that cannot be resolved informally shall be submitted to binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association (AAA), conducted in English in the State of Delaware. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver. You waive any right to participate in a class action lawsuit or class-wide arbitration against Fayha.

Fayha reserves the right to modify these Terms at any time. When we make material changes, we will provide notice by:

• Updating the “Last Updated” date at the top of this page; and
• Sending an email to your primary contact address at least 14 days before the effective date of material changes.

Your continued use of the Service after the effective date of any changes constitutes acceptance of the updated Terms. If you do not agree to the changes, you may terminate the service agreement in accordance with its terms before the effective date.

For questions about these Terms, legal inquiries, or BAA requests, please contact us: