These Terms govern a clinic’s or healthcare facility’s access to and use of Kai and the related administration console. The applicable order form, service schedule, Data Processing Agreement (DPA), or signed service agreement forms part of the customer arrangement and controls to the extent of an express conflict with these Terms.
These Terms do not apply to patients who use Kai on a clinic’s website or Messenger page. How their personal data is handled is set out in the Privacy Policy.
1. The service
Kai is an AI-assisted communication service that a clinic may embed on approved websites or other enabled channels. Kai answers patient enquiries from information the clinic publishes through its administration console, provides clinic-user administration, and generates analytics from the clinic’s own conversations.
2. Clinical-use limits
Kai is not a medical professional and is not a substitute for professional judgment. It does not diagnose, interpret results or provide medical advice. Kai is not an emergency service. When a patient describes an emergency or crisis, Kai directs the person to emergency services or a crisis hotline.
The clinic must maintain appropriate human channels for clinical questions, urgent concerns and conversations that Kai routes for human attention. When Kai routes a conversation, it tells the patient to contact the clinic and notifies the clinic by email. Following up is the clinic’s responsibility.
AI-generated text can be inaccurate, incomplete or contextually inappropriate. The clinic is responsible for the accuracy and currency of the information it publishes for Kai to use, including its emergency and crisis-hotline details, and for reviewing service performance appropriate to its operations.
3. Clinic administration and acceptable use
- The clinic must keep published schedules, services, personnel information and other knowledge content current. Knowledge content is subject to the limits shown in the console or stated in the order form.
- The clinic must not publish patient personal data in its knowledge content and must have the right to publish the personnel information it provides, including any contact numbers Kai may give to patients.
- Administrators and editors must use the console’s review and publication controls, must not share credentials, and must enrol a second sign-in factor.
- The clinic must maintain its website or enabled channel and its integration code. Kai runs only on domains CAYDA has approved at the clinic’s request.
- The clinic may use Kai only for its own authorized operations unless CAYDA expressly agrees otherwise in writing.
- Users must not circumvent security or usage limits, introduce malicious code, scrape or probe the service without authorization, attempt to make Kai disregard its safety rules, or use Kai for unlawful, deceptive or rights-infringing activity.
4. Privacy and data processing
For patient conversation data, the clinic acts as personal information controller (PIC) and CAYDA acts as personal information processor (PIP). The clinic is responsible for the lawful basis for its processing, the accuracy of its public information, and any clinic-specific notices or instructions required by law. CAYDA processes conversation data under the clinic’s documented instructions and the DPA, using subprocessors listed in the DPA, and does not use it to train AI models.
Kai shows patients a privacy notice before their first message. The clinic must not obscure or contradict it. The clinic handles patients’ data-subject requests using the console’s tools, with CAYDA’s assistance when needed. The Privacy Policy explains which conversations can be located by identity.
CAYDA will notify the clinic of a personal data breach affecting its data as set out in the DPA.
5. Fees, volume and term
The subscription term, fees, included conversation volume, usage charges, payment terms, renewal process and any implementation or support charges are stated in the applicable order form or service schedule.
How usage beyond the included volume is handled is stated in the order form. CAYDA may apply technical limits to protect the service. When one is reached, Kai gives patients the clinic’s contact details instead of an answer.
If the term ends without renewal, Kai stops answering patients and gives them the clinic’s contact details.
6. Availability and support
CAYDA will use reasonable efforts to keep Kai available. If no response can be generated, Kai gives patients the clinic’s contact details. Any guaranteed uptime, response time or service-credit remedy exists only if stated in the applicable order form or service schedule. Scheduled maintenance may be announced in advance where reasonably practicable.
The clinic may pause Kai from the console at any time. While Kai is paused, it does not answer patients.
7. Customer data, exports and deletion
The clinic retains its rights in its configuration, knowledge content and conversation data, subject to applicable data-subject rights. The clinic may export its data during the subscription term and for the export period stated in the order form after termination. After that period, CAYDA deletes or retains the clinic’s data as described in the DPA and the Privacy Policy.
8. Intellectual property
CAYDA and its licensors retain all rights in the Kai software, models, orchestration, interfaces, documentation, service logic and improvements. The clinic retains its rights in its own content and trademarks. No licence to either party’s trademarks is implied except as necessary to provide or identify the contracted service.
9. Suspension and termination
CAYDA may suspend Kai for material non-payment, material breach, unlawful use or a material security or privacy risk. Where reasonably practicable, CAYDA will provide prior notice and an opportunity to cure. During a suspension, patients are given the clinic’s contact details, and the clinic’s data is not deleted. Either party may terminate for material breach not cured within the cure period stated in the applicable order form or, if none is stated, 30 days after written notice. Immediate termination may occur where required by law or where a breach cannot reasonably be cured.
10. Confidentiality
Each party will protect the other party’s non-public information using reasonable care and use it only to perform or receive the service. Confidentiality obligations do not apply to information that is public without breach, already lawfully known, independently developed, or lawfully received from another source. Disclosure required by law is permitted, with notice where legally allowed. Integration code placed on a public website, including any identifiers in it, is not confidential information.
11. Warranties, disclaimers and liability
CAYDA will provide Kai with reasonable care and skill and substantially in accordance with the applicable service description. Except for express commitments and to the extent permitted by law, Kai is provided on an "as available" basis. CAYDA does not warrant that every AI-generated response will be accurate or suitable without appropriate clinic oversight.
To the extent permitted by law, neither party is liable for indirect or consequential loss. Each party’s aggregate liability arising from the service will not exceed the fees paid or payable for the 12 months preceding the event giving rise to the claim. The limitation does not apply to liability that cannot lawfully be limited, fraud, willful misconduct, gross negligence, or a party’s confidentiality or data-protection obligations to the extent those liabilities cannot lawfully be excluded or limited.
12. Governing law and disputes
These Terms are governed by the laws of the Republic of the Philippines. The parties will first attempt in good faith to resolve a dispute through direct discussion for 30 days. Unless a signed agreement provides otherwise, exclusive venue will be in the proper courts of Quezon City.
13. Changes to these Terms
CAYDA may update these Terms by publishing a new version with a new effective date. CAYDA will give clinics notice at least 30 days before a material change takes effect. A change does not alter a signed order form or agreement during its term.
14. General
Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of third-party providers the service depends on. Neither party may assign its rights or obligations without the other’s written consent, except that CAYDA may assign to a successor of its business on notice. If any provision is unenforceable, the rest remains in effect. These Terms, with the documents named in the introduction, are the entire agreement on their subject.
15. Contact
General enquiries: info@cayda.com. Privacy: dpo.cayda@protonmail.com. Formal legal notices: legal@cayda.com and CAYDA Consulting & Solutions Inc., 6th Floor, 1CISP Building, 11 Mapagbigay corner Maunlad, Pinyahan, Quezon City, NCR 1100, Philippines.