Business Terms of Service

4.1 No Medical Advice

Novaq is not a medical device and does not replace professional judgment. All medical decisions remain the responsibility of licensed professionals.

4.2 AI Limitations

AI-generated insights, summaries, or recommendations:

• Are informational only
• May be incomplete, inaccurate, or outdated
• Must be reviewed by qualified professionals

You agree not to rely solely on AI outputs for clinical or safety-critical decisions.

Split Data Ownership

Novaq uses a split data ownership model. Not all data accessed through the Services is owned by the Organization.

6.1 Data Ownership by Category

6.2 Effect of Patient Unlinking

When a patient unlinks from Your Organization, Your access to Patient-Generated Data (vitals, medications, alerts, health reports) is revoked immediately. Organization-Generated Data (visit records, care plans, EVV logs, roster data, NovaDesk reports) remains Your property and is retained.

6.3 Write Access to Patient Data

Authorized Users may have write access to certain Patient-Generated Data categories (medications, schedules) if granted the relevant permission by the Organization administrator through the staff management interface. All write operations are visible to the patient in their app. The patient retains ownership of this data regardless of who created or modified it.

6.4 License to Novaq

You grant Novaq a limited, non-exclusive license to process Organization-Generated Data solely to provide, maintain, and improve the Services.

6.5 Data Aggregation & AI Improvement

Novaq may use anonymized, de-identified, and aggregated data derived from the Services for analytics, research, product improvement, and the training and enhancement of AI models that power the Services. No individually identifiable information is used in this process.

6.6 AI Training Data Rights

You acknowledge and agree that anonymized and de-identified data derived from the Services may be used to:

• Train, improve, and validate AI models used within the Novaq platform
• Develop new AI-powered health technology products and services offered by Novq LTD
• Power API-based AI services that may be made available to third-party institutions and developers

In all cases, data is stripped of personally identifiable information before use. Novaq will never sell raw, identifiable Customer Data to third parties.

Healthcare Privacy Responsibility

You acknowledge that as a healthcare service provider, you may be subject to federal (PIPEDA) and provincial health privacy laws (e.g., PHIPA in Ontario, HIA in Alberta, FIPPA in British Columbia). You are responsible for ensuring your use of patient data accessed through the Novaq platform complies with all applicable privacy legislation. Novaq provides the technical infrastructure for data access control, including role-based permissions and audit trails; compliance with healthcare privacy regulations is your responsibility.

10.1 Fees

Paid features require a valid Subscription.

10.2 Billing & Currency

• Fees are billed in advance in USD
• You are responsible for any foreign exchange fees applied by your bank
• Subscriptions auto-renew unless canceled
• No refunds except as required by law

10.3 Taxes

You are responsible for applicable taxes.

15.1 By You

You may terminate by canceling Your Subscription.

15.2 By Novaq

Novaq may suspend or terminate access for:

• Breach of Terms
• Non-payment
• Legal or security concerns

15.3 Effect of Termination

Upon termination: Access ends. Organization-Generated Data (visit records, care plans, EVV logs) is retained for 90 days and may be exported upon request before permanent deletion. Patient-Generated Data access is revoked immediately — this data remains with the patient.

15.4 Effect of Patient Unlinking

When a patient unlinks from Your Organization, Your access to their Patient-Generated Data is revoked immediately. Organization-Generated Data associated with that patient (visit records, care plans, EVV logs) remains Your property. The patient's confirmation slot is freed and Your unit count may be adjusted accordingly.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL Novq LTD, ITS DIRECTORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, DATA, OR PERSONAL INJURY ARISING OUT OF THE USE OF THE SERVICES.

THE CAP

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR TOTAL LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF:

• —The total amount paid by You to Novq LTD in the six (6) months prior to the claim; or
• —The sum of ₦5,000 (Five Thousand Naira).

Please Read Carefully — This Affects Your Legal Rights

Any dispute, controversy, or claim arising out of or relating to these Terms, including their formation, interpretation, or breach, shall be referred to and finally resolved by binding arbitration. You and Novq LTD agree to waive any right to a trial by jury or to participate in a class-action lawsuit.

20.1 Arbitration Terms

• —The Venue: The arbitration shall take place in Lagos, Nigeria (unless otherwise agreed).
• —The Rules: The arbitration will be conducted under the rules of the Lagos Chamber of Commerce International Arbitration Centre (LACIAC) and/or the Arbitration and Conciliation Act.
• —The Language: The language of the arbitration shall be English.
• —The Decision: The arbitrator's award shall be final and binding on both parties, and judgment on the award may be entered in any court having jurisdiction.

20.2 CLASS ACTION WAIVER

20.3 Exceptions to Arbitration

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights, confidentiality obligations, or data security.