Terms of Service
Overview
These Terms govern access to and use of Kinetically, Inc.'s websites, applications, and services at www.kinetically.ai. By accessing the Services, you agree to be bound by these Terms. If you represent an organization, you warrant authority to bind that entity.
1. Eligibility
Users must be legally capable of entering binding contracts. The Services target professional users and are not directed to children under 13. Healthcare professionals must ensure compliance with applicable laws and professional standards.
2. Scope of These Terms
These Terms apply to general access, including browsing, account creation, and free features. Paid subscriptions may be governed by separate commercial agreements, which control in case of conflict.
3. Privacy
Service use is subject to the Privacy Policy, which describes information collection and disclosure practices.
4. Changes to the Services and Terms
Kinetically may modify Terms with notice via updated "Last Updated" dates. Continued use indicates acceptance. The company may change or discontinue Services at any time.
5. Accounts and Account Security
Account creation may be required for certain features. Users must provide accurate information, maintain credential confidentiality, monitor account activity, and report unauthorized access. Kinetically reserves suspension rights for compromised or violating accounts.
6. No Medical Advice; No Replacement for Clinical Judgment
"Kinetically provides software tools that may assist with motion capture, measurement, tracking, reporting, patient engagement, documentation support, and related workflow functions."
The Services do not provide medical advice or replace clinician judgment. Users bear sole responsibility for clinical, documentation, coding, and billing decisions.
7. Healthcare, Regulatory, and PHI Terms
Users determine whether Services involve protected health information. Unless separately agreed:
- Protected health information cannot be submitted to non-designated portions
- Kinetically has no automatic Business Associate Agreement obligation
- HIPAA compliance requires separate executed agreements
8. Limited Right to Use the Services
Kinetically grants limited, non-exclusive, non-transferable, non-sublicensable, revocable rights for internal business purposes only.
9. Acceptable Use Policy
Users agree not to use Services to:
A. Violate Law or Rights
- Violate applicable law or infringe intellectual property, privacy, or other rights
- Stalk, harass, threaten, defame, or harm others
B. Interfere with Services or Security
- Damage, disable, or impair Services or other users' access
- Probe vulnerabilities or circumvent security features
- Introduce malware or conduct denial-of-service attacks
C. Misuse Data or Content
- Upload content without proper rights
- Unlawfully collect or disclose personal or patient information
- Use outputs as sole basis for clinical decisions without independent review
D. Reverse Engineer or Exploit
- Copy, reproduce, or create derivative works without authorization
- Reverse engineer or attempt to derive source code or algorithms
- Use automated means for competitive analysis without consent
E. Prohibited Content or Harmful Conduct
- Upload unlawful, defamatory, or obscene content
- Impersonate others or falsely suggest affiliation
- Engage in spam, phishing, or fraud
F. Use Beyond Intended Scope
- Build competing products
- Use in high-risk activities causing death or severe injury
- Use inconsistently with documentation or subscription scope
Kinetically may suspend access for violations.
10. User Content
Users may submit information and materials ("User Content"). Users retain ownership while granting Kinetically non-exclusive, worldwide, royalty-free rights to host, process, display, and use User Content to provide Services, ensure security, comply with law, and enforce Terms.
Users represent owning all necessary rights, that User Content complies with Terms and law, and that all required notices and consents were obtained.
11. Feedback
Users grant Kinetically "a worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free right to use and exploit" feedback for any lawful purpose.
12. Intellectual Property
Kinetically owns all Services, software, designs, and related intellectual property. "Kinetically" marks require prior written permission for use. Users receive only limited expressly-granted rights.
13. Third-Party Services and Links
Services may contain third-party links or integrations. Kinetically does not control or warrant third-party services, content, security, or privacy practices. Third-party use is at users' risk and subject to those parties' terms.
14. Beta Features
Kinetically may offer alpha, beta, or early-access features that are incomplete, subject to modification, suspension, or discontinuation. Beta Features are provided "as is" without commitments.
15. Disclaimers
"TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED 'AS IS,' 'AS AVAILABLE,' AND WITHOUT WARRANTIES OF ANY KIND."
Kinetically disclaims all warranties including merchantability, fitness, accuracy, availability, and reliability. Kinetically does not warrant that Services will meet requirements, generate accurate outputs, prevent claim denials, or correct defects.
16. Limitation of Liability
"TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL KINETICALLY...BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL...DAMAGES."
Total liability is capped at $100 or total fees paid in the prior twelve months, whichever is greater. Limitations apply regardless of remedy form.
17. Indemnification
Users defend and indemnify Kinetically against claims arising from use, User Content, Term violations, law violations, or clinical decisions made using Services.
18. Suspension and Termination
Kinetically may suspend or terminate access if users violate Terms, pose security risks, or if legally required. Users may stop using Services anytime. Certain sections survive termination.
19. Export and Sanctions Compliance
Users may not export or transfer Services except under U.S. law. Users represent not being in embargoed countries or on prohibited party lists.
20. Governing Law
Terms are governed by Delaware law without regard to conflict principles.
21. Venue and Dispute Resolution
Disputes must be brought exclusively in state or federal courts in Wilmington, Delaware. Both parties consent to jurisdiction and venue there.
22. Communications
Users consent to electronic communications via email, the Services, or posted notices. Electronic communications satisfy writing requirements.
23. California Residents
California residents may have certain rights regarding personal information per the Privacy Policy.
24. Miscellaneous
These Terms constitute the entire agreement unless superseded by separate written agreements. If provisions are unenforceable, remaining provisions remain valid. Non-enforcement does not constitute waiver. Users cannot assign without consent; Kinetically may assign during mergers or asset sales. No agency or partnership relationship is created.
25. Contact Information
Kinetically, Inc.
131 Continental Dr, Suite 305
Newark, DE 19713
Email: legal@kinetically.ai
Website: www.kinetically.ai