1. Acceptance of Terms
By accessing or using the NexaPax platform, website, or any related services (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms. If you do not agree to these Terms, you may not access or use the Services. NexaPax, Inc. ("NexaPax", "we", "us", or "our") reserves the right to update these Terms at any time. Continued use of the Services after changes are posted constitutes acceptance of the revised Terms.
2. Description of Services
NexaPax provides a digital care coordination platform designed to help patients, families, caregivers, and authorized healthcare professionals organize, communicate, and coordinate care throughout a health journey. The current platform (MVP) includes: onboarding guided by Claudia (our AI-assisted coordination assistant); a Pax Case — the shared coordination space for a specific care recipient; a Pax Profile with basic care recipient information; a coordination timeline and log for tracking care milestones and caregiver observations; basic operational medication records; family updates and shared notes; simple role-based permissions for circle members; a Family Friction Map to identify coordination gaps; and limited, authorized access for healthcare professionals. Some features described in our communications may be in development or subject to availability. NexaPax is a coordination and communication tool. It is not a medical device, does not provide medical advice, and does not replace the professional judgment of licensed healthcare providers.
3. Not Medical Advice — Important Disclaimer
THE NEXAPAX PLATFORM IS NOT A MEDICAL DEVICE AND DOES NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. All content, features, and information provided through the Services are for coordination and informational purposes only. Nothing in the Services constitutes or should be construed as medical advice, clinical guidance, or a substitute for professional medical judgment. Always seek the advice of a qualified healthcare professional regarding any medical condition, treatment, or medication. In case of a medical emergency, call your local emergency services immediately. NexaPax expressly disclaims any liability for actions taken or not taken based on information provided through the platform.
4. Eligibility and Account Registration
You must be at least 18 years of age to create an account and use the Services. By creating an account, you represent that you are at least 18 years old and that all information you provide is accurate, current, and complete. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify NexaPax immediately at support@nexapax.com if you suspect unauthorized access to your account. NexaPax reserves the right to suspend or terminate accounts that violate these Terms or that we reasonably believe pose a security risk.
5. Consent and Permissions
Access to a Pax Case is governed by explicit, role-based permissions granted by the case owner. Before entering health or coordination information about another person into the platform, you are responsible for obtaining that person's consent or confirming that you have valid legal authority to act on their behalf. Permissions may be granted to family members, caregivers, or authorized healthcare professionals, each with a defined scope and duration. You may revoke access for any circle member at any time. Revocation takes effect immediately. NexaPax does not grant, expand, or override access permissions — all access decisions rest with the case owner.
6. Acceptable Use
You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree not to: (a) Enter false, misleading, or harmful health or coordination information; (b) Impersonate any person or entity or misrepresent your role or affiliation; (c) Upload or transmit any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable; (d) Attempt to gain unauthorized access to any part of the Services or to other users' accounts; (e) Use automated tools, bots, or scrapers to access or extract data from the Services; (f) Interfere with or disrupt the integrity or performance of the Services; (g) Use the Services in any manner that could violate applicable health data privacy laws, including HIPAA where applicable.
7. Health Data and User Responsibility
You are responsible for the accuracy and completeness of any health or coordination information you enter into the platform. NexaPax does not verify the accuracy of user-entered data. You acknowledge that sharing health information through the platform is voluntary and that you control who within your care circle has access to your information through the permissions system. You are responsible for obtaining appropriate consent from other individuals before entering their information into the platform. NexaPax processes health and coordination data in accordance with our Privacy Policy and applicable law.
8. Claudia and AI-Assisted Features
NexaPax includes Claudia, an AI-assisted feature that helps caregivers and families navigate onboarding, organize Pax Case information, and understand how to use the platform. Claudia may suggest coordination steps, help structure information, and guide users through platform features. Claudia does not diagnose medical conditions, prescribe treatments, provide clinical guidance, or deliver medical, legal, or financial advice. Claudia's responses are informational and coordination-oriented only. You should not rely on Claudia as a substitute for professional advice of any kind. NexaPax does not guarantee the accuracy or completeness of Claudia's responses.
9. Healthcare Professional Participation
Healthcare professionals may participate in a Pax Case only within the scope of the access explicitly granted by the case owner, and only within their professional scope of practice. Participation in NexaPax does not create a physician-patient relationship, a formal care agreement, or any clinical obligation beyond what exists independently of the platform. NexaPax does not replace official clinical record systems, electronic health records, or any regulated healthcare infrastructure. Healthcare professionals using NexaPax in connection with their professional practice are responsible for ensuring their use complies with applicable laws and regulations, including HIPAA where applicable and any relevant state or local health privacy laws. Questions about compliance obligations may be directed to legal@nexapax.com.
10. Intellectual Property
The NexaPax platform, including its design, software, content, trademarks, and logos, is owned by NexaPax, Inc. and is protected by applicable intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal, non-commercial use, subject to these Terms. You retain ownership of any content you submit to the platform. By submitting content, you grant NexaPax a limited license to use, store, and display that content solely as necessary to provide the Services. You may not copy, modify, distribute, sell, or create derivative works based on the NexaPax platform without our prior written consent.
11. Third-Party Services and Links
The Services may contain links to third-party websites, resources, or services. NexaPax does not endorse and is not responsible for the content, privacy practices, quality, safety, or availability of third-party services. Your use of third-party services is governed by their respective terms and privacy policies. NexaPax does not guarantee the quality, safety, or suitability of any third-party provider referenced through the platform. You engage with third-party providers at your own risk.
12. Disclaimers and Limitation of Liability
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NEXAPAX DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEXAPAX SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES. IN NO EVENT SHALL NEXAPAX'S TOTAL LIABILITY EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100). [Note: Liability limits and indemnification clauses are subject to legal review before final publication.]
13. Indemnification
You agree to indemnify, defend, and hold harmless NexaPax, Inc. and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; or (d) any content you submit to the platform. [Note: Indemnification scope is subject to legal review before final publication.]
14. Termination
You may terminate your account at any time by contacting us at support@nexapax.com. NexaPax may suspend or terminate your access to the Services at any time, with or without cause, with or without notice. Upon termination, your right to use the Services will immediately cease. Closing your account or a Pax Case may be subject to data retention obligations for security, audit, compliance, or applicable legal requirements. Provisions of these Terms that by their nature should survive termination shall survive, including intellectual property provisions, disclaimers, indemnification, and limitations of liability.
15. Governing Law and Dispute Resolution
These Terms are intended to be governed by the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or the Services shall first be subject to good-faith negotiation between the parties. If the dispute cannot be resolved through negotiation within 30 days, the parties may pursue resolution through applicable legal channels. [Note: Arbitration clauses, class action waivers, and choice of law provisions are subject to legal review before final publication and may be updated.]
16. Changes to These Terms
NexaPax reserves the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and, where appropriate, by sending an email notification. The updated Terms will be effective as of the date posted. Your continued use of the Services after the effective date constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.
17. Contact Us
If you have questions about these Terms of Service, please contact us at: NexaPax, Inc. | Legal inquiries: legal@nexapax.com | General support: support@nexapax.com | General contact: contacto@nexapax.com
