TERMS OF SERVICE

Effective Date: August 1, 2026

At Microhealth, we are committed to providing a secure and reliable experience for everyone who uses our Services. These Terms of Service describe the rules and conditions that apply to your access to and use of the Microhealth websites and mobile applications that display them. They explain your rights and responsibilities, as well as ours.

Please review these Terms carefully to understand how the Services may be used and how to contact us if you have questions.

1. Scope and Purpose of the Services

These Terms of Service (“Terms”) govern your access to and use of the Microhealth websites, mobile applications, and related services (collectively, the “Services”). MicroHealth, Inc. (“Microhealth,” “we,” “us,” or “our”) provides the Services as digital tools designed to help individuals manage certain chronic health conditions and, at the user’s choice, organize and share information with others involved in their care. These Terms describe the conditions under which the Services are made available, your rights and responsibilities as a user, and Microhealth’s rights and obligations in operating the Services.

The Services provide access to software and related functionality only; Microhealth does not sell products or services to users, process payments, or collect credit card or other financial information. The Services are intended for non-emergency, informational, and organizational purposes only, and certain features or functionality described in these Terms may not be available to all users or in all circumstances.

2. Eligibility, Representations, and User Status

(a) User Terms

The Services are intended for individuals who are at least 18 years old. We do not knowingly permit individuals under the age of 18 to create accounts or use the Services independently, and we do not intentionally collect personal information from individuals under 18 years of age. If you are a parent or legal guardian registering to manage an account on behalf of a minor or dependent, you represent that you are legally authorized to do so and accept responsibility for that individual’s use of the Services. If you believe that a minor has provided personal information without appropriate authorization, please contact us at privacy@microhealth.com and we will take appropriate steps consistent with our Privacy Policy.

By accessing or using the Services, you represent and warrant that: (1) all registration information you submit is and will remain true, accurate, current, and complete; (2) you will maintain and promptly update such information as necessary; (3) you have the legal capacity to enter into and be bound by these Terms; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Services through automated or non-human means, including bots or scripts; (6) you will not use the Services for any illegal or unauthorized purpose; and (7) your use of the Services will comply with all applicable laws and regulations.

Your use of the Services is subject to the Medical Disclaimer in these Terms, which explains what the Services do and do not provide. The Services are not for emergencies, and they do not replace professional medical care. You agree to seek medical help when appropriate, to notify your healthcare provider if you notice inaccurate information about your condition in the Services, and to understand that your healthcare provider decides whether and how to use any information you share through the Services.

By using the Services, you confirm that you have read and understand these Terms of Service, including the Medical Disclaimer.

(b) Provider Terms

If you access or use the Services in your capacity as a healthcare professional, case manager, payer representative, or other individual involved in the management or care of patients, you represent and warrant that you are duly licensed or otherwise authorized to act in that capacity under applicable law and that you are accessing the Services solely in connection with patients under your management or care.

If you are acting on behalf of an employer or organization, you represent that you are authorized to accept these Terms (and any applicable Additional Terms of Use Applicable to Professionals) on behalf of that entity.

You acknowledge and agree that the Services are governed by the Medical Disclaimer set forth in these Terms. Nothing in the Services creates a duty to monitor, review, access, retrieve, or rely upon information made available through the Services, and nothing in the Services replaces or modifies your independent professional judgment or professional obligations. Providers remain solely responsible for all clinical decisions and for compliance with applicable professional, ethical, and legal requirements.

3. Medical Disclaimer; No Medical Advice; Emergency Use

This section (the “Medical Disclaimer”) explains the nature and limitations of the Services.

Microhealth is not a licensed healthcare provider. Microhealth does not provide medical advice, diagnosis, treatment, or clinical services. The Services are designed to support the organization and sharing of information, but they do not replace professional medical care or independent clinical judgment.

All content, tools, features, reminders, data displays, educational materials, and other functionality made available through the Services are provided for informational and organizational purposes only. Nothing within the Services should be interpreted as medical advice or as a recommendation regarding any diagnosis, treatment plan, medication, test, healthcare provider, or course of care. Always seek the advice of a qualified healthcare professional with any questions regarding a medical condition, and never disregard or delay seeking professional medical advice because of information made available through the Services.

The Services are intended for non-emergency use only. They are not designed to respond to urgent medical situations or to provide real-time monitoring or clinical oversight. If you believe you are experiencing a medical emergency, call your healthcare provider or the appropriate emergency services number immediately.

Healthcare providers and other individuals involved in patient care may choose, in their discretion, to use the Services to communicate with patients or to review information shared by patients. Microhealth does not monitor these communications for medical accuracy, completeness, timeliness, or clinical appropriateness. Providers are not obligated to access, review, or respond to information transmitted through the Services, and the availability of messaging or data-sharing features does not create a duty to monitor patient activity. All clinical decisions remain the sole responsibility of the healthcare provider.

Your use of the Services is at your own risk. Microhealth makes no guarantees regarding health outcomes or improvements resulting from use of the Services.

4. Accounts, Registration, and Security

You may be required to create and maintain an account to access certain features of the Services. When registering, you agree to provide accurate, current, and complete information and to keep such information updated as necessary.

You are responsible for maintaining the confidentiality and security of your account credentials, including your username and password. You agree not to share your login credentials with any third party and not to allow any other person to access the Services using your account, except as expressly permitted (for example, where authorized caregivers or providers access information consistent with these Terms). You are solely responsible for all activities that occur under your account, whether or not you authorized them.

You agree to notify us immediately at privacy@microhealth.com if you become aware of any unauthorized access to, use of, or suspected breach of your account. We are not liable for any loss or damage arising from your failure to safeguard your credentials or from unauthorized access to your account.

We reserve the right, in our sole discretion and without prior notice, to suspend, restrict, disable, or terminate your account, or limit your access to the Services, if we determine that:

(a) you have violated these Terms;

(b) any information you provided is inaccurate, incomplete, or misleading;

(d) suspension or termination is required by law or necessary to protect the integrity, security, or reputation of the Services.

We may also require you to change your password or reauthenticate your account at any time for security reasons.

5. License Grant

Subject to your continued compliance with these Terms, Microhealth grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

Access and use the Services solely for your personal, non-commercial use; and
Download, install, and use our mobile applications on devices that you own or control, strictly in accordance with these Terms and any applicable app store usage rules.

This license is granted solely for your lawful use of the Services as intended and does not grant you any ownership rights in the Services or any underlying intellectual property.

Except as expressly permitted in these Terms, you may not:

Make the Services available to any third party;
Sell, rent, lease, sublicense, distribute, or otherwise commercially exploit the Services;
Remove, alter, or obscure any proprietary notices or labels;
Circumvent, disable, or interfere with security features or technical limitations of the Services.

Authorized sharing of information (for example, when a patient elects to share information with a healthcare provider through built-in functionality) does not expand the scope of this license or grant any ownership or redistribution rights.

Microhealth reserves all rights not expressly granted in these Terms.

6. Intellectual Property

The Services, including all software, source and object code, databases, user interfaces, designs, text, graphics, images, audiovisual materials, documentation, features, functionality, and all related content (collectively, the “Content”), are owned by or licensed to Microhealth and are protected by copyright, trademark, patent, trade secret, and other intellectual property and proprietary rights laws.

Except as expressly permitted under these Terms, you may not:

Copy, reproduce, republish, upload, post, transmit, or distribute any portion of the Services or Content;
Modify, adapt, translate, create derivative works from, or publicly display the Services or Content;
Reverse engineer, decompile, disassemble, attempt to derive source code from, or otherwise attempt to discover the underlying structure, algorithms, or trade secrets of the Services;
Frame or mirror any part of the Services;
Use automated means (including scraping tools, bots, or crawlers) to extract data from the Services;
Use the Services in any manner that competes with or replicates the core functionality of the Services.

You may access and use the Content solely as necessary to use the Services in accordance with these Terms. Any unauthorized use automatically terminates the license granted under Section 5.

All trademarks, service marks, trade names, logos, and branding displayed within the Services are the property of Microhealth or their respective owners. Nothing in these Terms grants you the right to use any trademark, service mark, trade name, or logo without prior written permission.

7. User Content and Submissions

In limited circumstances, the Services may allow you to submit, upload, transmit, or otherwise make available certain content or information, including health-related information, survey responses, research data (where you have provided appropriate consent), feedback, comments, or suggestions (collectively, “User Content”). You may also be invited to participate in research studies, surveys, or other initiatives designed to improve the Services or to advance medical research. Participation in such activities is voluntary and, where required, subject to your express consent.

You are solely responsible for any User Content you provide through the Services. By submitting User Content, you represent and warrant that: (a) you own or otherwise have all necessary rights, licenses, consents, and permissions to provide such content; (b) the information you provide is accurate to the best of your knowledge; and (c) your User Content does not infringe, misappropriate, or otherwise violate any intellectual property, privacy, publicity, or other rights of any third party, or violate any applicable law or regulation.

Except for personal health information and other personal data governed by our Privacy Policy and any applicable research consent documentation, any feedback, comments, ideas, or suggestions you voluntarily submit regarding the Services may be used by Microhealth for any lawful purpose, including improving existing features or developing new products or services, without restriction or obligation to compensate you. Such submissions are provided on a non-confidential basis unless otherwise expressly agreed in writing.

Where you agree to participate in research studies, surveys, or similar initiatives, your participation will be governed by the applicable consent materials and our Privacy Policy. Nothing in this section alters your rights under those materials.

We reserve the right, but not the obligation, to monitor, review, remove, edit, or disable access to any User Content at any time and for any reason, including where we determine that such content violates these Terms, infringes the rights of others, poses a legal or security risk, or is otherwise inappropriate. Microhealth does not endorse and is not responsible for User Content submitted by users, and the presence of such content does not imply verification or approval.

8. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You may not use the Services in any manner that interferes with, disrupts, damages, or impairs the security, integrity, or operation of the Services or the systems or networks that support them. You may not access or attempt to access the Services through unauthorized automated means, including bots, scripts, scrapers, or similar technologies, nor may you attempt to gain unauthorized access to any portion of the Services, user accounts, or underlying systems. You may not upload, transmit, or distribute viruses, malware, or other harmful or disruptive code, or engage in any activity that could compromise the confidentiality, availability, or integrity of the Services or user data. You further agree not to use the Services for any illegal, fraudulent, or unauthorized purpose, or in any way that violates applicable laws, regulations, or third-party rights.

9. Privacy and Personal Information

Your use of the Services is subject to our Privacy Policy, which is incorporated into these Terms by reference and describes how we collect, use, process, share, store, and protect personal information in connection with the Services. The Privacy Policy also explains your rights and choices regarding your personal information, including how you may access, correct, export, restrict, or request deletion of your data, where applicable.

As described in our Privacy Policy, we may collect personal information that you provide directly (including health-related information you choose to submit), information collected automatically through your use of the Services, and information provided with your consent in connection with research participation, surveys, or clinical studies. Where required by applicable law, we obtain your consent before processing certain categories of personal information, including health information or special categories of data. Participation in research initiatives, surveys, or sponsored content opportunities is voluntary and subject to the applicable consent materials and our Privacy Policy.

We implement appropriate technical, administrative, and organizational safeguards designed to protect personal information against unauthorized access, disclosure, alteration, or destruction. As described in our Privacy Policy, this includes measures such as encryption of personal health information at rest and in transit, access controls, and system monitoring. However, no method of transmission over the internet or electronic storage is completely secure. You acknowledge that electronic communications and data transmissions may be subject to risks beyond our control, and you assume those inherent risks when using the Services.

If you access the Services from outside the United States, you understand that your information may be transferred to and processed in jurisdictions where privacy laws may differ from those in your location, as further described in our Privacy Policy. Where applicable, we rely on recognized transfer mechanisms and compliance frameworks as described therein.

We encourage you to review the Privacy Policy carefully to understand our data practices and your rights. If you have questions about how we handle personal information, you may contact us at privacy@microhealth.com.

10. Links to Third-Party Sites

For your convenience and informational purposes, the Services may include links to third-party websites, applications, services, or other content that are not owned or operated by Microhealth. These links are provided solely as a convenience and do not constitute an endorsement, sponsorship, or recommendation by Microhealth of any third party or of any content, products, or services made available through such third parties.

Microhealth does not control, and is not responsible for, the content, availability, security, privacy practices, or other policies of any third-party websites or services. Any personal information you provide to third parties, or that is collected by third parties through their websites or services, is governed by their own privacy notices and terms, not by these Terms or our Privacy Policy. We encourage you to review the applicable privacy policies and terms of use of any third-party websites or services you choose to access.

Access to and use of third-party websites, services, or content is at your own risk, and Microhealth disclaims all liability arising from your interaction with or reliance on any third-party content or services.

11. Modification, Suspension, or Discontinuation of the Services; Changes to These Terms

Microhealth reserves the right, at any time and in its sole discretion, to modify, update, suspend, restrict, or discontinue all or any portion of the Services, including any features, functionality, or content, with or without notice. We may also impose limits on certain features or restrict access to parts of the Services as necessary for operational, security, legal, or business reasons.

We are not liable to you or to any third party for any modification, suspension, or discontinuation of the Services.

We may update these Terms from time to time to reflect changes in the Services, legal requirements, or our business practices. When we make material changes, we will provide notice through the Services or by other reasonable means. Your continued use of the Services after the updated Terms become effective constitutes your acceptance of the revised Terms.

12. Disclaimer of Warranties

The Services are provided on an “as is” and “as available” basis.

To the fullest extent permitted by applicable law, Microhealth disclaims all warranties, whether express, implied, statutory, or otherwise, including without limitation any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising out of course of dealing or usage of trade.

Microhealth does not warrant that the Services will be uninterrupted, timely, secure, error-free, or free of viruses or other harmful components, or that any defects will be corrected. We make no representations or warranties regarding the accuracy, completeness, reliability, or availability of any content or functionality provided through the Services.

You are responsible for implementing appropriate safeguards to protect your systems and data, including maintaining backups of any information you submit and verifying the accuracy of information entered into the Services.

13. Limitation of Liability

To the fullest extent permitted by law, Microhealth and its officers, directors, employees, affiliates, agents, and representatives will not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any loss of profits, data, goodwill, or business opportunity, arising out of or related to your access to or use of (or inability to use) the Services, whether based on warranty, contract, tort (including negligence), strict liability, or any other legal theory, even if advised of the possibility of such damages.

Because the Services are provided without charge, you acknowledge that Microhealth’s potential liability is limited. To the extent any liability is imposed notwithstanding the foregoing disclaimers, such liability shall be limited to the maximum extent permitted by applicable law.

Some jurisdictions do not allow the exclusion or limitation of certain damages or warranties, so portions of the above disclaimers or limitations may not apply to you. In such jurisdictions, Microhealth’s liability will be limited to the fullest extent permitted by law.

14. Indemnification

You agree to defend, indemnify, and hold harmless Microhealth, including our subsidiaries, affiliates, and our respective officers, directors, employees, agents, and partners, from and against any claims, losses, damages, liabilities, or expenses (including reasonable attorneys’ fees) brought by a third party that arise out of or relate to: (1) any content or information you submit through the Services; (2) your use or misuse of the Services; (3) your violation of these Terms; (4) any false representation or breach of a promise you make under these Terms; (5) your violation of any third-party rights, including intellectual property or privacy rights; or (6) any harmful or wrongful conduct by you toward another user connected through the Services.

This means that if your actions cause us to face a legal claim or incur costs, you are responsible for those costs.

We reserve the right, at your expense, to assume exclusive control of the defense and settlement of any matter for which you are required to indemnify us. You agree to cooperate with us in defending such claims. We will use reasonable efforts to notify you if we become aware of any claim that may trigger your obligation to indemnify us.

15. Term and Termination

These Terms apply for as long as you access or use the Services.

You may stop using the Services at any time. If you wish to delete your account, you may do so through the available account settings (if applicable) or by contacting us. Simply stopping use of the Services does not automatically delete your account or information unless you request it in accordance with our Privacy Policy.

We may suspend, restrict, or terminate your access to the Services at any time if we believe you have violated these Terms, created a security or legal risk, engaged in unlawful conduct, or if we are required to do so by law. We may also discontinue the Services entirely as described elsewhere in these Terms.

If your access is terminated, your right to use the Services will immediately end. However, certain provisions of these Terms will continue to apply even after termination, including sections relating to intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution, governing law, and any other terms that by their nature are intended to survive.

16. Dispute Resolution

If a dispute arises between you and Microhealth relating to these Terms or your use of the Services, we encourage you to first contact us to attempt to resolve the issue informally.

Except for disputes involving intellectual property rights or requests for court orders to prevent immediate harm (such as injunctive relief), any dispute that cannot be resolved informally will be resolved through binding arbitration rather than in court. Arbitration will be administered by the American Arbitration Association (AAA) and will take place in New York, New York, in accordance with the AAA’s applicable rules.

Arbitration is a private dispute resolution process conducted before a neutral arbitrator instead of a judge or jury. By agreeing to arbitration, you and Microhealth waive the right to bring claims in court or to have a trial by jury.

You also agree that disputes will be resolved on an individual basis only. You waive any right to participate in a class action lawsuit, class-wide arbitration, or any other proceeding in which one party acts in a representative capacity.

17. Governing Law

These Terms and any dispute arising out of or relating to them or the Services will be governed by the laws of the State of New York, without regard to its conflict-of-law rules. This means New York law will apply regardless of where you live or access the Services.

18. Force Majeure

Microhealth will not be responsible for any delay or failure to perform any obligation under these Terms if the delay or failure results from events beyond our reasonable control. These events may include, but are not limited to, natural disasters, severe weather, fires, acts of war or terrorism, labor disputes, government actions, power outages, or interruptions in internet or telecommunications services.

19. Notices and Time Limits

We may provide notices to you by email, through the Services, or by other reasonable electronic means. You agree to receive communications from us electronically and acknowledge that such communications satisfy any legal requirement that communications be in writing.

If you need to send a formal notice to Microhealth, you must send it to: legal@microhealth.com.

Any legal claim or action arising out of or relating to the Services or these Terms must be brought within one (1) year after the claim first arises. If you do not bring a claim within that time, it will be permanently barred, to the extent permitted by law.

20. Severability and Entire Agreement

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect.

These Terms, together with the Privacy Policy and any additional terms that apply to specific features of the Services, constitute the entire agreement between you and Microhealth regarding your use of the Services and replace any prior agreements or understandings relating to the same subject matter.