Platform Terms of Use

NoteGenix  Platform Terms of Use

These Terms of Use form a binding legal agreement between you (or your organization) and NoteGenix Inc., governing your access to and use of the NoteGenix platform — available as a web and/or mobile application.

By accessing or using the platform, you confirm that you have read and agree to these terms, as well as NoteGenix’s Privacy Policy, both of which together make up the complete agreement between you and NoteGenix. If you do not agree, please do not use the platform.

If you are agreeing on behalf of a healthcare organization or practice, you represent that you are authorized to do so, and “you” and “your” throughout this document will refer to that organization.

NoteGenix may update or modify these terms at any time. Changes will be posted on the platform. Continuing to use the platform after an update is posted means you accept the revised terms. If you find a revised version unacceptable, your only option is to stop using the platform.

Important notice: This agreement contains binding arbitration and class action waiver provisions that affect your legal rights. Please read Sections 19 and 20 carefully.

1. Your Right to Access and Use the Platform

NoteGenix grants you a limited, personal, non-transferable, and revocable right to allow your designated team members (“Authorized Users”) to access and use the platform strictly for your internal clinical and business purposes. This right lasts for the duration of your agreement with NoteGenix.

You and your users may not: attempt to reverse-engineer, copy, resell, or redistribute the platform; use it to build a competing product; introduce harmful code; store data outside the platform without written permission from NoteGenix; or circumvent any of NoteGenix’s security measures.

If any of these restrictions are violated, NoteGenix may immediately revoke your access without prior notice.

2. Authorized Users & Account Management

Your staff members and contractors who use the platform on your behalf are “Authorized Users.” Each person must create their own individual account with a unique email address and password. Login credentials must not be shared under any circumstances.

You are responsible for all activity that occurs under your users’ accounts. If you become aware of any unauthorized access, you must notify NoteGenix immediately. You should also promptly inform NoteGenix when any user’s access needs to be changed or removed.

NoteGenix reserves the right to disable any account at any time, including if it believes terms are being violated.

One user in your organization must be designated as the Customer Administrator, who will have access to all platform output for purposes that are permitted under HIPAA, such as treatment, payment, and healthcare operations. Your organization is solely responsible for ensuring that the Administrator is properly trained and authorized for this role.

3. Free Trials

NoteGenix offers a limited free trial so you can explore the platform before committing to a paid subscription. The number of visits included in the trial will be communicated when you sign up. The trial is strictly for evaluation purposes and may not be used for commercial or competitive purposes.

NoteGenix may end the trial at any time. You may also cancel at any time by providing written notice. After the trial ends, you may choose to subscribe. Please note that during the trial period, NoteGenix provides no warranties, support, or indemnification, and your use is entirely at your own risk.

4. Browser Extension

If you use the NoteGenix Chrome browser extension (“Browser Extension”), additional terms apply as outlined in Schedule B of this agreement. In the event of any conflict between the main terms and the Browser Extension terms, the Browser Extension terms take precedence for extension-specific matters.

The Browser Extension integrates directly with your Electronic Health Record (EHR) system to enhance workflow and enable seamless transfer of clinical documentation into your EHR.

5. Personal Information

Your use of the platform may involve sharing personal information with NoteGenix. How that information is collected, handled, and protected is governed by NoteGenix’s Privacy Policy, which is incorporated into this agreement in full.

6. Ownership of Platform Content

All content that NoteGenix provides through the platform — including software, text, graphics, images, and audio/visual materials — is either owned by NoteGenix or its licensors and is protected by copyright, trademark, and other laws. This does not include your own patient data or clinical documentation.

You may only use platform content as permitted by this agreement. You may not reproduce, distribute, sell, or create derivative works from NoteGenix’s content without explicit written permission. If you violate any part of this agreement, your right to access the platform and its content terminates immediately.

NoteGenix’s trademarks and logos may not be used without prior written permission in each specific instance.

7. Your Data, Patient Recordings & Clinical Output

Key Definitions

• Your Data: Anything you or your users submit to the platform, including medical records, patient session recordings, user account information, voice ID, and generated output.
• Patient Recordings: Audio or video recordings of clinical sessions that you upload to the platform, along with any related session data.
• Protected Health Information (PHI): As defined under HIPAA.
• Output: The clinical documentation that the platform generates from your data, including any edits or updates made to that documentation.
• Usage Data: Platform performance and usage metrics collected by NoteGenix.
• Medical Records: All patient history, clinical findings, test results, medications, therapies, imaging, and related records.

Who Owns What

You retain full ownership of your data and the clinical output generated from it. NoteGenix retains ownership of the platform itself, along with any de-identified or aggregated data derived from your usage.

By using the platform, you grant NoteGenix a license to use your data to: deliver the services; improve the platform and its AI capabilities; and train AI/ML models — but only with your consent, which you can manage through your platform settings.

Any PHI in your data will be handled in accordance with the Business Associate Agreement (BAA) found in Schedule A. You are solely responsible for ensuring your data is accurate, legally compliant, and lawfully obtained.

De-Identified & Aggregate Data

NoteGenix may de-identify your data in compliance with HIPAA standards and use or share that de-identified data to improve the platform. NoteGenix may also use anonymized, aggregated data (which does not identify any individual) to operate and improve its services. By agreeing to these terms, you consent to this use.

Learned Output

If you designate specific output as “Learned Output” in your account settings, NoteGenix will use it to train the platform to better match your clinical documentation style. Learned Output is retained until you or your users manually delete it.

Voice ID

With your explicit opt-in consent, NoteGenix may record your voice to create a Voice ID, which helps the platform recognize and attribute speakers when generating documentation from session recordings.

8. Data Retention & Storage

You have full control over how your data is stored. In your platform settings, you can choose to:

• Delete patient session recordings immediately after processing, or retain them for the duration of your agreement.
• Retain all other data for 30 days after submission, or for the full term of your agreement.

If you select the 30-day option, your data will be deleted after that period, with a 7-day buffer in backup systems before permanent deletion. You are fully responsible for the retention choices you make.

9. Subscription & Payment

NoteGenix offers monthly and annual subscription plans. Pricing is disclosed during sign-up. Payment is due immediately upon subscribing. By subscribing, you authorize NoteGenix to charge your payment method on a recurring basis until you cancel.

Please ensure your billing information is always current and accurate. Notify NoteGenix promptly if your payment method changes or is compromised.

You may cancel your subscription at any time via your account billing page or by emailing support@getnotegenix.com Your access will continue until the end of your current billing cycle, but no refunds will be issued for prepaid periods. NoteGenix may also suspend or terminate your subscription for non-payment or other violations of these terms.

10. Acceptable Use

By using the platform, you agree to the following standards of conduct. You will not:

• Use the platform for any unlawful purpose.
• Use it to gather competitive intelligence or conduct market research for a competing business.
• Upload or transmit content that infringes intellectual property rights, contains hate speech, is defamatory, sexually explicit, or discloses another person’s private information.
• Impersonate any individual or misrepresent your professional affiliation.
• Attempt to reverse-engineer, decompile, or disassemble platform software.
• Interfere with or disrupt the platform’s normal operation.
• Create multiple accounts to abuse free trial access or avoid paying fees.
• Use automated tools such as bots, scrapers, or crawlers to extract data.
• Take any action that places an unreasonable load on NoteGenix’s infrastructure.

NoteGenix reserves the right to remove your access at any time for any violation, without prior notice.

11. Restrictions & Clinical Decision Support

The platform is intended for users aged 18 and older. By agreeing to these terms, you confirm that you meet this requirement.

The NoteGenix Clinical Assistant is a clinical decision support tool designed to assist you in diagnosis, treatment planning, and related clinical decisions. It is not a substitute for your professional judgment. It is designed to support — not replace — your clinical reasoning, and you retain full responsibility for every clinical decision made.

You may not: rely on the Clinical Assistant without human oversight to finalize clinical documentation, billing, or coding; input patient data for which you lack the required patient consent; or attempt to override or disable the platform’s safety controls.

As a licensed clinician, you acknowledge and accept that:

• The Clinical Assistant must be used as a supplement to your professional judgment, never as a replacement.
• Every patient requires an individualized assessment based on direct examination and clinical context.
• Output from the Clinical Assistant is for general reference only and does not constitute specific guidance for any individual patient.
• No suggested test, procedure, or clinical action should be taken unless you determine it is medically appropriate for that specific patient.
• You are solely responsible for all clinical decisions and outcomes resulting from your use of the platform.
  

  12. Sharing Feedback

  We genuinely welcome your thoughts on how to improve the platform. Feel free to share feedback, suggestions, or ideas with us via email. Please do not include any confidential patient or business information in your feedback.

  By submitting feedback, you grant NoteGenix the right to use your ideas freely — including in the development of new products and services — without any obligation to compensate or credit you.

  13. Disclaimers & Liability Limits

  The platform and its output are provided as clinical tools to support your professional decision-making. They are not a substitute for your clinical judgment, and they are not intended to diagnose, treat, cure, or prevent any medical condition. You and your users are solely responsible for any clinical conclusions or treatment decisions made on the basis of platform output.

  The platform is provided “as is” and “as available,” without any warranties of any kind — express, implied, or statutory. NoteGenix makes no guarantees regarding accuracy, completeness, reliability, or uninterrupted operation.

  Please note that the platform has not been designed to process substance abuse treatment records (known as “Part 2 Data” under 42 CFR Part 2). You and your users must not submit such records through the platform.

  NoteGenix’s liability to you is limited. In no event will NoteGenix be liable for lost profits, lost data, business interruption, or other indirect or consequential damages. Any direct damages are capped at the greater of $100 or the total subscription fees you paid in the three months before the relevant claim arose.

  14. Third-Party Websites

  The platform may include links to external websites for your convenience. NoteGenix does not endorse or take responsibility for the content, accuracy, or security of those sites. Any time you access a linked third-party site, you do so at your own risk.

   

  15. Your Representations & Warranties

  By using the platform, you confirm that:

  • You have all necessary rights and permissions to share the data you submit to NoteGenix.
  • You have obtained all required patient consents, including consent to record clinical sessions and to use, exchange, and disclose PHI as needed.
  • You will maintain records of those consents for as long as required by law.
  • You will not submit any substance abuse treatment records (Part 2 Data) through the platform.

  NoteGenix may request copies of patient consents at any time, and you agree to provide them upon request.

  16. Indemnification

  You agree to defend, indemnify, and hold NoteGenix and its affiliates harmless from any claims, losses, or legal expenses arising from: your breach of this agreement; misuse of the platform or its output; your negligence, fraud, or violation of law; or any infringement of third-party rights by you or your users.

  NoteGenix’s cooperation in any such defense will be subject to receiving timely notice of the claim, and you will have sole control over the defense and any settlement negotiations.

  17. Legal Compliance

  The platform is based in the United States. If you access the platform from outside the U.S., you do so at your own risk. Regardless of your location, you are solely responsible for complying with all applicable local, state, and federal laws.

   

  18. Term & Termination

  Your access begins when you accept these terms and continues for the duration of your selected subscription plan. Your subscription will automatically renew unless either party provides at least 30 days’ written notice before the end of the current renewal term.

  NoteGenix may suspend or terminate your access at any time without prior notice. If the agreement is terminated, NoteGenix will help you export your data within 30 days of a written request. After that window, NoteGenix has no further obligation to retain your data and will permanently delete it, subject to its standard backup policies.

  19. Dispute Resolution — Binding Arbitration

  Any disputes arising from or related to this agreement or the platform will be resolved through binding arbitration under the Federal Arbitration Act. This means that, in most cases, you and NoteGenix waive the right to a jury trial or court litigation.

  Arbitration will be conducted through JAMS, using its Comprehensive Arbitration Rules, and will take place in the U.S. county where you reside (or by phone/online if mutually agreed). Each party bears its own share of JAMS fees. Arbitration decisions are final and enforceable in court.

  Nothing in this section prevents either party from seeking emergency injunctive relief from a court to protect proprietary interests while arbitration is pending.

  20. Class Action Waiver

  All disputes must be brought individually. You agree that you will not bring or participate in any class action, representative action, or consolidated proceeding against NoteGenix. Any claim must be filed and resolved on an individual basis only.

  22. Governing Law

  This agreement is governed by the laws of the State of California. All legal proceedings directly arising from this agreement must be brought before state or federal courts in California, and both parties consent to that jurisdiction.

  23. General Provisions

  You may not assign your rights or obligations under this agreement to another party without NoteGenix’s prior written consent. NoteGenix’s failure to enforce any provision of this agreement does not constitute a waiver of that provision. This agreement represents the complete understanding between the parties and supersedes any prior oral or written agreements on the same subject matter.

  Schedule A — Business Associate Agreement (BAA)

  This Business Associate Agreement is entered into between NoteGenix, Inc. (as Business Associate) and you or your organization (as Covered Entity) as part of the overall Terms of Use.

  The purpose of this BAA is to ensure that both parties meet their obligations under HIPAA, the HIPAA Privacy and Security Rules, and the HITECH Act when NoteGenix handles protected health information on your behalf.

  NoteGenix’s Obligations

  NoteGenix agrees to use and disclose PHI only as required to provide the contracted services, as permitted by this BAA, or as required by law. NoteGenix will:

  • Implement appropriate administrative, technical, and physical safeguards to protect PHI.
  • Report any unauthorized use or disclosure of PHI to you within 10 days of discovery.
  • Ensure that any subcontractors who handle PHI are bound by the same protections.
  • Make PHI accessible to you or patients as needed to fulfill HIPAA obligations, including the right to access and amend records.
  • Limit its use of PHI to the minimum necessary for the intended purpose.
  • Maintain documentation of PHI disclosures to support accounting requests.

  NoteGenix has the right to de-identify PHI in accordance with HIPAA standards (45 CFR §164.514), after which the de-identified data is no longer subject to this BAA.

  Your Obligations as Covered Entity

  You agree to:

  • Protect the security and confidentiality of PHI before transmitting it to NoteGenix.
  • Provide NoteGenix with your notice of privacy practices and any relevant updates.
  • Notify NoteGenix of any changes to an individual’s authorization to use or disclose PHI.
  • Inform NoteGenix of any agreed-upon restrictions on PHI use that may affect NoteGenix’s activities.

  Term & Termination of the BAA

  This BAA remains in effect until all PHI has been returned, destroyed, or appropriately protected. If either party materially breaches the BAA, the non-breaching party may seek to cure the breach within 30 days before terminating the agreement. If the breach cannot be cured, the non-breaching party may terminate or, where required, report the violation to the relevant regulatory authority.

  Upon termination, NoteGenix will return or destroy all PHI in its possession, including data held by subcontractors. If return or destruction is not feasible, NoteGenix will extend BAA protections to that data for as long as it is retained.

  Ongoing Compliance

  Both parties acknowledge that healthcare privacy law continues to evolve. Either party may request amendments to the BAA to address new legal requirements. If either party fails to engage in good-faith negotiation within a reasonable time, the other party may terminate the BAA with 30 days’ written notice.

  This BAA is intended to be interpreted broadly to ensure full compliance with HIPAA, the HIPAA Rules, and HITECH. Any ambiguity should be resolved in a way that enables you, as the Covered Entity, to meet your legal obligations.

  Schedule B — Browser Extension Terms & Conditions

  These terms apply specifically to the NoteGenix Google Chrome browser extension (“Browser Extension”), which integrates with your EHR system to streamline the transfer of clinical documentation.

  License to Use the Extension

  NoteGenix grants you a limited, non-transferable, and revocable license for your Authorized Users to install and use the Browser Extension solely for your internal business purposes. NoteGenix retains all intellectual property rights in the extension beyond what is expressly granted here.

  Access to Your EHR System

  By installing and using the Browser Extension, you grant NoteGenix permission to access your EHR system in order to:

  • Read and scan PHI and other clinical information accessible within your EHR.
  • Organize and transfer clinical output from NoteGenix into your EHR in the same format and structure.
  • Help prepare your team for upcoming patient visits by referencing relevant historical data.

  You authorize NoteGenix to interact with your EHR system as if it were you or your authorized users. All data collected through the extension is treated as “Your Data” under the main Terms of Use and handled accordingly. You are responsible for ensuring the extension has the access it needs and for preventing unauthorized use.

  Modifications & Discontinuation

  NoteGenix may update, modify, or discontinue features of the Browser Extension at any time during your subscription term. Any such changes will not materially reduce the overall functionality of the extension.

  Prohibited Activities

  You may not allow anyone other than Authorized Users to use the extension, and you may not reverse-engineer, copy, resell, or tamper with the extension in any way.

  Your Representations

  By using the Browser Extension, you confirm that:

  • You are authorized to grant NoteGenix access to your EHR system.
  • You have provided your patients with appropriate notice about how their data is collected and processed through the extension, and have obtained all necessary consents.
  • Your use of the extension does not violate any law or contractual obligation.

  No Warranties; Limited Liability

  The Browser Extension is provided “as is” and “as available” without any warranties. Because the extension relies on the internet, which NoteGenix does not control and which is inherently insecure, NoteGenix cannot guarantee uninterrupted or error-free performance.

  NoteGenix accepts no liability arising from your use of the Browser Extension, regardless of the legal theory. NoteGenix is also not responsible if your EHR provider restricts or does not permit the access rights you have granted under these terms.

  Copyright 2025 NoteGenix, Inc. All rights reserved.