TalkToMedi User Terms
Effective Date: June 23, 2026
These User Terms govern access to and use of the TalkToMedi services provided by TalkToMedi Inc. (“TalkToMedi,” “we,” “us,” or “our”). By signing an order form, statement of work, online subscription, business associate agreement, data processing agreement or other written ordering document that references these User Terms, or by accessing or using the Services, the customer identified in that ordering document (“Customer”) agrees to these User Terms. Each person who accesses the Services for or on behalf of Customer is an “Authorized User.” Customer is responsible for ensuring that its Authorized Users comply with these User Terms. If an individual accesses the Services on behalf of a clinic, healthcare organization, professional corporation or other entity, that individual represents that they have authority to bind that entity.
1. The Services
TalkToMedi provides a clinical-grade AI voice agent platform for healthcare clinics and related healthcare organizations. The Services may include AI-assisted inbound and outbound phone calls, virtual front desk or handling, appointment booking and rescheduling, patient intake and message capture, callback support, configurable triage and routing workflows, verbal appointment reminders, follow-up calls, operational analytics, administrative dashboards, integrations with clinic systems, implementation services, support services and related documentation. The specific Services, subscription plan, permitted use, integration scope, implementation milestones, support level, fees and subscription term are set out in the applicable order form or statement of work (each, an “Order Form”). If there is a conflict between an Order Form and these User Terms, the Order Form controls for that order only.
2. Customer accounts and Authorized Users
Customer must provide accurate account, billing, operational and contact information and keep that information current. Customer is responsible for all activity that occurs through its accounts, credentials, phone numbers, integrations and Authorized Users, whether or not Customer authorized the activity, except to the extent caused by TalkToMedi’s breach of these User Terms.
Account security. Customer must keep login credentials, API credentials, integration tokens and administrative access secure and confidential. Customer must promptly notify TalkToMedi if it suspects unauthorized access or use.
Named users. Access rights may not be shared, resold, sublicensed or transferred unless an Order Form expressly permits it.
Administrative controls. Customer is responsible for configuring user permissions, promptly removing access for personnel who no longer require access and monitoring use of the Services by its Authorized Users.
Connectivity and devices. Customer is responsible for its internet access, telephony environment, clinic phones, network security, supported browsers, endpoint devices and other systems outside TalkToMedi’s control.
3. Healthcare, communications and consent responsibilities
Customer remains solely responsible for the professional, clinical, operational, privacy, consent and communications obligations that apply to Customer, its practitioners, staff and patients. TalkToMedi provides administrative technology and does not replace Customer’s professional judgment, patient relationship, statutory duties or regulated clinical obligations.
· Patient relationship. Customer, and not TalkToMedi, is responsible for the healthcare relationship with each patient or caller, including appointment policies, clinical escalation, emergency instructions, recordkeeping, consent, follow-up and patient complaints.
· Applicable laws. Customer must use the Services in compliance with all laws, professional standards, college rules, privacy laws, health information laws, consumer protection laws, accessibility requirements, anti-spam laws, telemarketing laws, telephone recording laws and communications rules that apply to Customer and its use of the Services.
· Consent and notices. Customer is responsible for providing all required privacy notices and obtaining all required consents, authorizations or permissions for calls, recordings, transcripts, messages, reminders, follow-ups, use of automated or AI-generated voice, electronic communications and processing of personal information or health information.
· Scripts and workflows. Customer is responsible for approving clinic-specific scripts, workflows, escalation rules, booking rules, intake questions, triage routing instructions, office hours, callback procedures and patient-facing statements before the Services are used in production.
· No emergency use. Customer must not configure, market or use the Services as an emergency line, crisis line or substitute for urgent medical care. Customer must maintain appropriate emergency instructions, handoff procedures and staff escalation paths for urgent or high-risk calls.
· Patient communications. Customer must ensure that outbound calls, reminders, SMS messages, emails and other communications are permitted by applicable law and by the patient's communication preferences, including any opt-out, do-not-call, unsubscribe or withdrawal of consent request.
4. Patient interactions and AI disclosures
Customer must ensure that patients and callers are informed, where required by law or professional guidance, that they may interact with an AI voice agent and that calls may be recorded, transcribed and summarized for clinic administration. Customer must provide a practical way for patients and callers to request human assistance or escalation when appropriate for the workflow.
TalkToMedi may assist Customer by including standard call disclosures or escalation prompts in configured workflows. Customer remains responsible for deciding whether those disclosures are legally adequate for Customer's location, specialty, patient population and communications use case.
5. AI outputs, human review and no medical advice
The Services may generate or assist with call summaries, messages, appointment details, routing recommendations, triage-related administrative context, operational analytics, reminders or other outputs ("AI Outputs"). AI Outputs may be incomplete, inaccurate, delayed, mistranscribed or inappropriate for a specific situation. Customer must use qualified human review, professional judgment and existing clinic procedures before relying on AI Outputs for patient care, charting, billing, scheduling exceptions, triage, escalation, referral decisions or other consequential actions.
· The Services do not provide medical advice, diagnosis, treatment, emergency response, prescribing, billing advice, coding advice, legal advice or professional regulatory advice.
· The Services do not determine whether a patient should receive care, what care should be provided, whether a patient is clinically eligible for a specific appointment type, or whether a matter is urgent.
· Customer must ensure that any information placed in a patient record, EMR, billing system or scheduling system is reviewed and approved in accordance with Customer's policies and applicable law.
· Customer must not represent that TalkToMedi is a healthcare provider or that the Services replace a human clinician, receptionist, nurse, administrator or regulated professional.
6. Acceptable use and restrictions
Customer and Authorized Users must use the Services only for lawful healthcare administrative purposes within the scope of the applicable Order Form. Customer must not, and must not permit anyone else to:
· use the Services for emergency response, crisis intervention, harassment, fraud, spam, deceptive communications, illegal telemarketing, discriminatory conduct or unlawful surveillance;
· upload, transmit or process information that Customer does not have the right to provide to TalkToMedi or to process through the Services;
· attempt to access, test, scan, probe or interfere with TalkToMedi systems except through a security program or written process approved by TalkToMedi;
· reverse engineer, decompile, copy, scrape, modify, translate, benchmark for competitive purposes or create derivative works from the Services, except to the extent a restriction is prohibited by law;
· bypass usage limits, security controls, authentication controls, recording disclosures, opt-out handling, workflow guardrails or other controls;
· use the Services to develop or train a competing product or to provide services for third parties outside Customer's own healthcare organization unless the Order Form expressly permits that use;
· send malware, harmful code, infringing content or content that violates another person's rights; or
· use the Services in a way that materially degrades, disrupts or creates security, legal, privacy or operational risk for TalkToMedi, another customer, a patient or a service provider.
7. Third-party services and integrations
The Services may interoperate with third-party telephony providers, hosting providers, speech recognition services, AI model providers, electronic medical record systems, calendars, scheduling tools, payment processors, analytics tools, messaging providers, CRM systems, identity providers and other applications or infrastructure ("Third-Party Services"). Third-Party Services are not controlled by TalkToMedi and may be subject to their own terms, service levels, privacy practices, fees, outages, limitations and security requirements.
Customer authorizes TalkToMedi to exchange Customer Data with Third-Party Services as needed to provide the Services and as configured or approved by Customer. Customer is responsible for maintaining valid accounts, permissions, API access, integration credentials and legal authority for each Customer-selected Third-Party Service. TalkToMedi is not responsible for failures caused by Third-Party Services, Customer systems or changes to third-party APIs, except to the extent TalkToMedi has expressly agreed otherwise in an Order Form.
8. Customer Data, privacy and security
"Customer Data" means information, data, audio, transcripts, messages, schedules, workflow configurations, patient information, clinic information and other content submitted to, received by, generated through or processed by the Services for Customer, excluding TalkToMedi technology, documentation, usage data that has been de-identified or aggregated, and TalkToMedi's general know-how.
· Ownership. As between Customer and TalkToMedi, Customer retains all rights in Customer Data. TalkToMedi does not sell Customer Data or patient health information.
· Processing license. Customer grants TalkToMedi a limited right to host, process, transmit, display, store, access, reproduce, transform and use Customer Data solely to provide, secure, support, maintain, troubleshoot, improve and administer the Services; comply with law; enforce agreements; and as otherwise permitted by Customer.
· Privacy terms. TalkToMedi's processing of personal information and health information is described in the TalkToMedi Privacy Policy and any applicable data processing agreement, business associate agreement or privacy addendum. If a signed agreement imposes stricter privacy or security obligations, that signed agreement controls for the covered data.
· Security. TalkToMedi will maintain administrative, technical and organizational safeguards designed to protect Customer Data against unauthorized access, loss, misuse, alteration and disclosure. No system can be guaranteed to be completely secure.
· Incidents. TalkToMedi will notify Customer of a confirmed security incident affecting Customer Data as required by applicable law and the applicable agreement, and will cooperate reasonably with Customer's investigation, mitigation and legally required notices.
· Data accuracy. Customer is responsible for the accuracy, quality, legality, completeness and appropriateness of Customer Data and for reviewing information before it is used for patient care, billing, charting or regulatory purposes.
· De-identified data. TalkToMedi may create and use de-identified or aggregated information for analytics, benchmarking, operations, quality, security, reporting and service improvement, provided the information does not identify Customer, an Authorized User, a patient or caller and is handled in accordance with applicable law.
9. Use of AI models and training
TalkToMedi will not use identifiable patient information, call audio, call transcripts or Customer Data to train a general-purpose or foundation AI model without Customer's written permission. TalkToMedi may use de-identified or aggregated information, technical logs, evaluation data and operational metrics to monitor, secure and improve the Services, subject to applicable law and Customer agreements.
Customer must not submit information to the Services for the purpose of testing whether the Services will reveal confidential, sensitive, unlawful or harmful content, or to circumvent technical controls or model safety controls.
10. Fees, subscriptions and support
Fees, payment terms, taxes, renewals, cancellation rights, suspension for non-payment, implementation fees, support targets, maintenance procedures, availability targets, fair use limits and overage charges are governed by the applicable Order Form and the TalkToMedi Support and Payment Terms. Fees are non-refundable except as expressly stated in the applicable Order Form, the Support and Payment Terms or as required by law.
11. Intellectual property
TalkToMedi and its licensors own all rights, title and interest in and to the Services, platform, software, APIs, user interfaces, workflows, configurations, documentation, algorithms, models, methods, know-how, designs, analytics, improvements and other technology, excluding Customer Data. Customer receives only the limited right to access and use the Services during the applicable subscription term as permitted by these User Terms and the Order Form.
If Customer or an Authorized User provides ideas, suggestions, requests, comments or feedback, TalkToMedi may use them without restriction or obligation, provided TalkToMedi does not disclose Customer's confidential information or identifiable patient information in doing so.
12. Confidentiality
Each party may receive confidential, proprietary or non-public information from the other party. The receiving party must use the disclosing party's confidential information only to perform or receive the Services, protect it using reasonable care and not disclose it except to personnel, affiliates, contractors, professional advisors and service providers who need to know it and are bound by confidentiality obligations, or as required by law. Confidential information does not include information that is publicly available without breach, independently developed without use of the confidential information, rightfully received from a third party without confidentiality obligations, or approved for disclosure in writing.
13. Suspension
TalkToMedi may suspend access to the Services, in whole or in part, if TalkToMedi reasonably determines that:
· Customer or an Authorized User materially violates these User Terms or an Order Form;
· Customer fails to pay undisputed amounts when due and does not cure after required notice;
· continued access creates a security, privacy, legal, patient safety, system integrity or service availability risk;
· Customer's use violates applicable law or third-party rights; or
· a Third-Party Service required for the Services suspends, restricts or terminates necessary access.
TalkToMedi will use reasonable efforts to limit a suspension to the affected portion of the Services and to provide notice and an opportunity to cure when practical, unless immediate suspension is needed to address a legal, security, privacy or patient safety risk.
14. Term and termination
These User Terms begin when Customer first accepts them and continue while any Order Form is active. The term of each subscription is stated in the applicable Order Form. Unless the Order Form states otherwise, subscriptions renew for successive terms of the same length unless either party gives written non-renewal notice at least 30 days before the end of the then-current term.
Either party may terminate an Order Form for material breach if the breaching party does not cure the breach within 30 days after written notice. TalkToMedi may terminate immediately for non-payment after any required notice period, unlawful use, misuse that creates material risk, or a breach that cannot reasonably be cured. Customer may terminate for convenience only if the applicable Order Form permits termination for convenience.
Upon termination or expiry, Customer's right to use the affected Services ends. Customer must stop using the Services and pay all fees accrued through the effective termination date. TalkToMedi will make Customer Data available for export or deletion in accordance with the applicable Order Form, Privacy Policy and law. Sections that by their nature should survive termination will survive, including confidentiality, payment, restrictions, intellectual property, disclaimers, indemnities, limitation of liability, governing law and data handling provisions.
15. Warranties and disclaimers
TalkToMedi will provide the Services using commercially reasonable skill and care. Except for that limited warranty and any express warranty in an Order Form, the Services are provided "as is" and "as available." TalkToMedi disclaims all implied warranties to the maximum extent permitted by law, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, uninterrupted operation, error-free operation and accuracy of AI Outputs.
TalkToMedi does not warrant that the Services will meet every Customer requirement, operate without interruption, prevent all missed calls, eliminate all administrative errors, integrate with every system, detect every urgent condition, avoid every transcription error, or produce complete or accurate AI Outputs. Customer is responsible for business continuity, staffing plans, clinical escalation, patient communications and backup procedures.
16. Indemnification
Customer will defend, indemnify and hold harmless TalkToMedi and its affiliates, personnel, contractors and licensors from any third-party claim, loss, liability, damage, penalty, cost or expense, including reasonable legal fees, arising from or related to:
· Customer Data or Customer's instructions, scripts, workflows, communications or use of the Services;
· Customer's failure to provide notices, obtain consents, respect opt-outs or comply with privacy, health information, communications, telephone recording or anti-spam laws;
· clinical decisions, patient care, triage, emergency response, patient complaints, regulated professional obligations or Customer's healthcare relationship with any patient;
· Customer's breach of these User Terms, an Order Form or applicable law; or
· Customer's unauthorized use of Third-Party Services or systems.
TalkToMedi will defend Customer against a third-party claim alleging that the unmodified Services, when used as permitted by these User Terms, infringe that third party's intellectual property rights, and will pay damages finally awarded or settlements approved by TalkToMedi. TalkToMedi has no obligation for claims arising from Customer Data, Customer instructions, unauthorized modifications, combinations with items not provided by TalkToMedi, continued use after TalkToMedi provides a non-infringing alternative, or use outside the scope of the agreement. If an infringement claim is likely, TalkToMedi may procure rights, modify the Services, replace the Services or terminate the affected Services with a refund of prepaid unused fees for the affected period.
17. Limitation of liability
To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost goodwill, business interruption, loss of data or cost of substitute services, even if advised of the possibility of those damages.
To the maximum extent permitted by law, each party's total aggregate liability arising out of or relating to the Services, these User Terms and all Order Forms is limited to the fees paid or payable by Customer to TalkToMedi for the affected Services during the 12 months immediately before the event giving rise to liability. This cap does not limit Customer's payment obligations, either party's liability for fraud or willful misconduct, Customer's breach of the usage restrictions, or liabilities that cannot be limited by law.
18. Changes to the Services and these User Terms
TalkToMedi may improve, modify, discontinue or replace features of the Services from time to time, provided TalkToMedi does not materially reduce the core functionality of paid Services during an active subscription term without providing a commercially reasonable alternative or other remedy stated in the Order Form. TalkToMedi may update these User Terms by posting or providing the updated terms. Material changes will not apply retroactively and, unless a shorter period is required by law or security necessity, will take effect at renewal or 30 days after notice, whichever is later.
19. Governing law and disputes
Unless an Order Form states otherwise, these User Terms and each Order Form are governed by the laws of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict of laws rules. The parties will first attempt in good faith to resolve disputes through executive escalation. If a dispute is not resolved within 30 days after written notice, the parties consent to the exclusive jurisdiction of the courts located in Toronto, Ontario, except that either party may seek injunctive or equitable relief in any court of competent jurisdiction.
20. General
Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including internet or telecommunications failures, provider outages, labour disruptions, acts of government, public health events, natural disasters, war, terrorism, cyberattacks or utility failures, except that Customer remains responsible for payment obligations.
Customer may not assign these User Terms or an Order Form without TalkToMedi's prior written consent, except to a successor in connection with a merger, reorganization or sale of substantially all assets if the successor is not a direct competitor of TalkToMedi and agrees to be bound. TalkToMedi may assign these User Terms in connection with a merger, reorganization, financing, corporate transaction or sale of assets. These User Terms do not create a partnership, joint venture, employment relationship, agency relationship or fiduciary relationship between the parties.
Notices to TalkToMedi must be sent to mediumaihealthcare@gmail.com unless the applicable Order Form states another notice address. Notices to Customer may be sent to the administrative, legal or billing contact associated with Customer's account or Order Form. If any provision is unenforceable, the remaining provisions remain in effect. A party's failure to enforce a provision is not a waiver. These User Terms, the Order Forms and referenced policies form the entire agreement for the Services and supersede prior or contemporaneous understandings about the Services.