VitalSync

Terms of Service

Last Updated: January 2, 2026

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and TOTAL HEALTH AI LLC ("VitalSync", "we", "us", or "our") regarding your use of the VitalSync platform, including our website, API, dashboard, and related services (collectively, the "Service").

By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree with these Terms, you must not access or use the Service.

2. Description of Service

VitalSync provides a health data infrastructure platform that enables developers and companies to:

  • Connect to multiple health data providers (wearables, EHR systems, lab systems) through a unified API

  • Access normalized and standardized health data from various sources

  • Manage OAuth connections and data synchronization

  • Query health data using our GraphQL API

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice.

3. Eligibility and Registration

Eligibility

To use the Service, you must:

  • Be at least 18 years old

  • Have the legal authority to enter into these Terms on behalf of yourself or the organization you represent

  • Not be prohibited from using the Service under applicable laws

Account Registration

You must create an account to access most features of the Service. When registering, you agree to:

  • Provide accurate, current, and complete information

  • Maintain and update your account information as needed

  • Maintain the security and confidentiality of your account credentials

  • Promptly notify us of any unauthorized access or security breach

  • Accept responsibility for all activities under your account

4. User Obligations and Acceptable Use

Permitted Use

You may use the Service only for lawful purposes and in accordance with these Terms. You are responsible for ensuring your use complies with all applicable laws, regulations, and industry standards, including those governing health data privacy and security.

Prohibited Activities

You agree not to:

  • Use the Service in any manner that violates applicable laws or regulations

  • Access or attempt to access data that does not belong to you or your authorized users

  • Reverse engineer, decompile, or disassemble any part of the Service

  • Interfere with or disrupt the Service or servers or networks connected to the Service

  • Attempt to gain unauthorized access to any systems, data, or accounts

  • Use automated systems to scrape or extract data beyond the API's intended functionality

  • Transmit any viruses, malware, or other malicious code

  • Resell or redistribute the Service without our express written permission

  • Circumvent or bypass any rate limits, security measures, or access restrictions

5. API Usage and Rate Limits

When using our API, you agree to:

  • Comply with Rate Limits: Respect all rate limits specified in your plan or communicated through the API. Excessive requests may result in throttling or suspension.

  • Use API Keys Securely: Keep your API keys confidential and never expose them in client-side code or public repositories.

  • Monitor Usage: Regularly monitor your API usage through our dashboard and ensure you stay within your plan limits.

  • Handle Errors Appropriately: Implement proper error handling and retry logic with exponential backoff.

We reserve the right to modify rate limits at any time with reasonable notice to paid subscribers.

6. Payment Terms and Billing

Subscription Plans

VitalSync offers various subscription plans with different feature sets and usage limits. Current pricing is available on our website and may change with 30 days' notice to existing subscribers.

Billing

  • Payment Authorization: By providing payment information, you authorize us to charge your payment method for all fees incurred.

  • Billing Cycle: Subscription fees are billed in advance on a monthly or annual basis, depending on your selected plan.

  • Auto-Renewal: Subscriptions automatically renew unless you cancel before the renewal date.

  • Failed Payments: If a payment fails, we will attempt to charge your payment method again. Continued payment failure may result in service suspension.

  • Taxes: All fees are exclusive of applicable taxes, which you are responsible for paying.

Refunds and Cancellation

You may cancel your subscription at any time through the dashboard. Upon cancellation:

  • You will retain access to paid features until the end of your current billing period

  • No refunds will be provided for partial billing periods

  • Your data will be retained according to our data retention policy

7. Intellectual Property Rights

Our Intellectual Property

The Service, including all software, designs, text, graphics, logos, and other content (excluding Your Content), is owned by VitalSync or our licensors and is protected by copyright, trademark, patent, and other intellectual property laws.

These Terms do not grant you any right, title, or interest in the Service or our intellectual property, except for the limited right to use the Service in accordance with these Terms.

License to Use the Service

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes.

8. Your Content and Data

Data Controller Responsibilities

When you use our Service to process health data on behalf of your end users, you are the data controller and we are the data processor. You are responsible for:

  • Obtaining all necessary consents and authorizations from your end users

  • Ensuring your use of health data complies with all applicable laws and regulations

  • Providing appropriate privacy notices to your end users

  • Responding to end user requests regarding their data

License to Your Content

You retain all rights to your content and data. By using the Service, you grant us a limited license to:

  • Process, store, and transmit your data as necessary to provide the Service

  • Create anonymized, aggregated analytics to improve our Service (with no personally identifiable information)

Data Security and Backup

While we implement industry-standard security measures and maintain regular backups, you are responsible for maintaining your own backups of critical data. We are not liable for any data loss except as specifically set forth in any applicable SLA.

9. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information and to use such information only as necessary to fulfill obligations under these Terms.

Confidential information includes technical, business, and financial information, as well as API keys, credentials, and implementation details. This obligation survives termination of these Terms.

10. Service Availability and Support

Service Level

We strive to maintain high availability and performance of the Service. However, we do not guarantee uninterrupted or error-free operation. Scheduled maintenance will be communicated in advance when possible.

Support

Support availability varies by subscription plan. Details of support coverage are available in your plan documentation. We will make commercially reasonable efforts to respond to support requests during business hours.

11. Warranties Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT

  • WARRANTIES REGARDING ACCURACY, RELIABILITY, OR COMPLETENESS OF DATA

  • WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE

  • WARRANTIES REGARDING THIRD-PARTY DATA PROVIDERS OR THEIR APIS

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VITALSYNC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR:

  • ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES

  • ANY LOSS OF PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES

  • ANY DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR DATA

  • ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE

  • ANY ERRORS OR OMISSIONS IN DATA OR CONTENT

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM OR (B) $100.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

13. Indemnification

You agree to indemnify, defend, and hold harmless VitalSync and its affiliates, officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your use or misuse of the Service

  • Your violation of these Terms

  • Your violation of any rights of third parties, including privacy or intellectual property rights

  • Your Content or data

  • Your failure to comply with applicable laws or regulations

14. Termination and Suspension

Termination by You

You may terminate your account at any time by canceling your subscription through the dashboard or by contacting our support team. Termination will be effective at the end of your current billing period.

Termination or Suspension by Us

We may suspend or terminate your access to the Service immediately, without prior notice, if:

  • You violate these Terms

  • Your account has been inactive for an extended period

  • We are required to do so by law

  • Your use of the Service poses a security risk or could damage our systems or reputation

  • Payment issues remain unresolved for 30 days

Effect of Termination

Upon termination, your right to access and use the Service will immediately cease. We will retain your data according to our data retention policy and may permanently delete it after 90 days unless required by law to retain it longer.

15. Dispute Resolution and Arbitration

Informal Resolution

Before filing a claim, you agree to try to resolve the dispute informally by contacting us at legal@vitalsync.tech. We will attempt to resolve the dispute informally within 60 days.

Binding Arbitration

If we cannot resolve the dispute informally, any dispute arising out of or related to these Terms or the Service will be resolved through binding arbitration in accordance with the American Arbitration Association's Commercial Arbitration Rules, rather than in court.

The arbitration will be conducted in Delaware, USA, or another mutually agreed location. The arbitrator's decision will be final and binding, and judgment may be entered in any court of competent jurisdiction.

Class Action Waiver

You and VitalSync agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, USA, without regard to its conflict of law provisions. Any legal action or proceeding related to these Terms (not subject to arbitration) shall be brought exclusively in the state or federal courts located in Delaware.

17. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by:

  • Posting the updated Terms on our website with a new "Last Updated" date

  • Sending an email notification to your registered email address

  • Displaying a prominent notice in the dashboard

Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service and cancel your account.

18. Miscellaneous

Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published by us, constitute the entire agreement between you and VitalSync regarding the Service.

Severability

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

Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

Assignment

You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign these Terms without restriction.

Survival

Provisions that by their nature should survive termination (including intellectual property rights, warranties disclaimers, indemnification, and limitations of liability) will survive termination of these Terms.

19. Contact Us

If you have any questions about these Terms of Service, please contact us:

TOTAL HEALTH AI LLC

Email: legal@vitalsync.tech

General Inquiries: bradley@vitalsync.tech

Support: support@vitalsync.tech