Terms of Use

Akili AI Systems Pty Ltd.
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TERMS OF USE‍‍
These Terms of Use ("Terms") govern your access to and use of the Akili AI platform and associated services (collectively the "Platform"), provided by Akili AI (Pty) Ltd, a company registered in South Africa ("Akili AI", "we", "us", "our").  By creating an account, accessing, or using the Platform, you ("you", "User", "Provider") confirm that you have the authority to enter into a legally binding agreement, and agree to comply with these Terms and our Privacy Policy. If you do not agree to these Terms, you must not use the Platform.  

1. Definitions
For the purposes of these Terms:  "Account" means the registered user profile created to access the Platform.  "Confidential Information" means all non-public information disclosed by Akili AI to you in connection with the Platform.  "Personal Information" has the meaning set out in the Protection of Personal Information Act, 2013 (POPIA).  "Platform" means the Akili AI web application, software, tools, and associated services.  "Services" means the functionality provided by the Platform, including documentation, transcription, scheduling, and other tools.  "User Content" means any data, text, information, or material inputted, generated, or transmitted by Users through the Platform. 

2. Accounts and Registration 
‍2.1 Eligibility  You must be at least 18 years old.  You must have valid authorisation to use the Platform through one of the following  As a healthcare professional (doctor, nurse, or allied health practitioner) with your own Account;  As an administrator, billing staff member, or support staff linked to a Practice or Facility Account;  As a Facility-employed Provider with an Account linked directly to a Facility; or  As a user associated with a Group, Facility, or Practice in accordance with these Terms.   Each Provider must have their own individual Account. An Account may be associated with a Practice, which may in turn be associated with a Facility, and a Facility may be part of a Group. Role-based access controls determine what information and functions are available to different categories of Users. 
‍2.2 Registration Process  To access the Platform, you must create and maintain an account ("Account").  You must provide accurate, current, and complete information during registration, including your full name, employment details, professional registration numbers (where applicable), and contact details.  We may verify information provided and reserve the right to suspend or terminate an Account if details are found to be inaccurate or misleading. 
‍2.3 Account Security  Two-factor authentication is mandatory for all Accounts.  You are solely responsible for safeguarding login credentials and all activities conducted under your Account.  Account sharing is prohibited.  You must immediately notify us of unauthorised access by contacting security@akiliai.net.   
‍2.4 Suspension of Accounts  We may suspend or restrict access if we reasonably believe that:  You have breached these Terms;  Security of your Account or the Platform has been compromised;  Continued access would contravene applicable law or regulatory requirements. 

3. Services 
‍3.1 Service Overview  The Platform provides technology-enabled tools to support healthcare practices, including:  AI-assisted documentation and transcription of consultations;  Clinical correspondence generation such as referral letters, medical certificates, and treatment summaries;  Appointment scheduling, patient communication, and practice management tools;  Secure collaboration and messaging between authorised users;  Patient educational content and administrative support features. 
‍3.2 Service Availability  We aim to provide continuous access but do not guarantee uninterrupted service.  Maintenance, updates, or technical issues may temporarily affect availability. We will provide notice where practicable. 
‍3.3 Service Updates  We may enhance, modify, or update the Platform at our discretion.  Additional or premium functionality may be subject to separate fees or terms.  We will not materially reduce core functionality without providing at least 30 days’ prior notice. 
‍3.4 Term  These Terms commence on the date you first access the Platform and remain in effect until terminated under Section 11. 

4. Fees and Payment 
‍4.1 Subscription Fees  Use of the Platform requires payment of fees as set out at www.akiliai.net/pricing.  Fees are payable in advance in South African Rand (ZAR), processed securely through PayStack or other authorised processors. 
‍4.2 Billing Cycle  Subscription plans are offered on monthly or annual terms.  Subscriptions renew automatically unless cancelled. 
‍4.3 Price Adjustments  We may adjust subscription fees with at least 30 days’ notice.  Fee adjustments will take effect at the start of your next billing cycle. 
‍4.4 Cancellation  You may cancel your subscription with 30 days’ notice through Account settings.  Following cancellation, you may export your data within 90 days.  No refunds are issued for partial billing periods, except where required by law. 
‍4.5 Non-payment  Failure to pay applicable fees may result in suspension or termination of your Account.   

5. Privacy and Data Protection 
‍5.1 Compliance  Each party must comply with POPIA and other applicable South African data protection laws.  You are responsible for ensuring that valid, informed patient consent is obtained before entering any personal or health information into the Platform. Patients must be informed that the Platform is an administrative and documentation support tool, that it does not provide diagnoses or treatment decisions, and that clinical judgment remains solely the responsibility of the healthcare professional. 
‍5.2 Personal Information  We collect, store, and process personal information as described in our Privacy Policy.  By using the Platform, you consent to such collection, use, and disclosure. 
‍5.3 Data Hosting and Security  Data is stored in the AWS Cape Town region to ensure South African data sovereignty.  All data is encrypted at rest and in transit.  Access is role-based and logged through audit trails.   
‍5.4 Role-based Access Controls Access to personal and health information is restricted by role-based permissions. Each category of User may only access the minimum information necessary for their authorised functions. All Users must respect and uphold patients’ rights under POPIA in their use of the Platform.   
‍5.5 Data Retention  Clinical records will be retained in line with South African healthcare law. For adult patients, records are kept for a minimum of 6 years from the last consultation. For minors, records are kept until the patient reaches 21 years of age or for 6 years after the last consultation, whichever period is longer. Audio recordings are retained for a maximum of 6 months before being deleted. 
‍5.6 De-identified Data  We may process de-identified information for analytics, service improvement, and research partnerships.  De-identified data cannot reasonably be re-linked to individuals. 
‍5.7 Data Breach Notification  In the event of a security incident involving personal information, we will notify affected Users and regulators as required under POPIA. 
‍5.8 Patient Rights under POPIA  Patients have the right to:  Be informed about the collection and processing of their personal information;  Access their personal information held by you or Akili AI;  Request correction or deletion of personal information where inaccurate, irrelevant, excessive, or unlawfully obtained;  Object to the processing of personal information under certain circumstances;  Lodge a complaint with the Information Regulator.   You must ensure that these rights can be exercised in respect of personal information you collect and input into the Platform. 

6. Acceptable Use 
‍6.1 Permitted Use  You may use the Platform only for:  Documenting authentic clinical consultations;  Practice administration and communication;  Lawful, professional healthcare-related purposes.   
‍6.2 Role-based Access 
Users may only access information and functionality appropriate to their role. Admin Staff and Billing Staff must not access or attempt to access clinical information beyond what is strictly necessary for their administrative functions. Facility-employed Providers may only use the Platform for purposes within the scope of their employment. 
‍6.3 Prohibited Conduct  You must not:  Share login credentials or allow unauthorised access;  Input false, misleading, or fabricated data;  Use the Platform for non-healthcare purposes;  Circumvent review or approval workflows;  Reverse-engineer, decompile, or copy Platform components;  Engage in conduct that infringes intellectual property rights or breaches confidentiality;  Introduce malicious code, disrupt services, or expose the Platform to unnecessary cyber risks. 
‍6.4 Records Maintenance  You must maintain accurate and complete records of interactions conducted using the Platform in line with professional and statutory obligations. 
‍6.5 Reporting Obligations  You must promptly notify Akili AI of:  Technical defects or service deficiencies;  Any adverse incidents or risks to patient safety;  Complaints or disputes involving Platform use.   
‍6.6 Professional Responsibilities Healthcare professionals (including doctors, nurses, and allied health practitioners) using the Platform must comply with all applicable laws, professional regulations, and the ethical rules of the Health Professions Council of South Africa (HPCSA).  Providers remain fully responsible for the accuracy, completeness, and approval of any AI-assisted documentation prior to its use in patient care. Akili AI does not provide clinical decision support, medical advice, or treatment recommendations, and accepts no responsibility for clinical judgments, diagnoses, or patient outcomes, which remain entirely within the professional responsibility of the healthcare provider.  Admin Staff and Billing Staff are responsible for ensuring the accuracy and lawful handling of administrative data they manage. Akili AI does not assume responsibility for administrative or financial decisions taken by Users. 
‍6.7 User Warranties  By using the Platform, you represent and warrant that:  You are duly licensed, registered, and authorised to provide healthcare services in your jurisdiction (if applicable);  You have obtained all necessary consents and authorisations from patients to collect, use, and disclose their personal information through the Platform;  You will comply with all applicable laws, regulations, and professional guidelines in your use of the Platform;  All information you provide through the Platform is accurate, complete, and not misleading; and  You will not use the Platform in a way that causes Akili AI to breach applicable law. 

7. Intellectual Property 
‍7.1 Ownership  Akili AI owns or licenses all rights in the Platform, including source code, algorithms, trademarks, and designs.  All rights are reserved except those expressly granted under these Terms. 
‍7.2 User Content  You retain ownership of clinical notes, patient data, and other content created using the Platform.  Patient health information remains the property of the patient in accordance with South African law. 
‍7.3 Licence to Akili AI  You grant Akili AI a limited licence to use your content solely to provide and improve services.  De-identified data may be used for research, analytics, and model enhancement. 
‍7.4 Feedback  You grant Akili AI a perpetual, royalty-free licence to use suggestions and feedback for service improvements. 

8. Confidentiality 
‍8.1 Confidential Information  Confidential Information means any information disclosed by Akili AI to you (whether orally, in writing, or by any other means) that is not public knowledge, including but not limited to:  Technical details of the Platform;  Business operations, pricing, and strategies;  Security measures and infrastructure;  Information relating to other Users. 
‍8.2 Obligations  You must:  Treat Confidential Information as strictly confidential;  Use it solely for purposes connected with the Platform;  Not disclose it to third parties without prior written consent, except where required by law. 
‍8.3 Exceptions  The obligations above do not apply to information that:  Becomes public through no fault of your own;  Was lawfully obtained by you without restriction;  Is independently developed without use of Akili AI’s confidential information. 
‍8.4 Survival  These confidentiality obligations survive termination of these Terms. 

9. Disclaimers 
‍9.1 Service Availability  The Platform is provided on an “as is” and “as available” basis. While Akili AI endeavours to provide reliable services, we do not guarantee:  Continuous or uninterrupted availability;  That services will be error-free or secure;  That defects will be corrected immediately. 
‍9.2 No Service Level Guarantee  Unless otherwise agreed in writing, Akili AI does not provide any service level agreement (SLA) or guarantee of uptime. Access may be interrupted for maintenance, upgrades, or circumstances beyond our reasonable control. 
‍9.3 Professional Responsibility  Akili AI is not a healthcare provider and does not provide medical advice.  You remain solely responsible for all professional judgments, clinical decisions, and compliance with legal and ethical obligations. 
‍9.4 External Services  The Platform may rely on third-party services (such as AWS, payment gateways, and communication tools). Akili AI is not liable for interruptions or failures attributable to such services.       

10. Limitation of Liability & Indemnities
‍10.1 Maximum Liability  To the fullest extent permitted by law, Akili AI’s total liability for all claims in aggregate during any 12-month period shall be limited to the total subscription fees paid by you to Akili AI in that same period. 
‍10.2 Exclusions  Akili AI shall not be liable for:  Indirect, consequential, special, or punitive damages;  Loss of profits, revenue, or data;  Losses caused by unauthorised access to or alteration of your transmissions or data;  Losses resulting from failure to meet regulatory or professional obligations by you.  10.3 No Waiver of Statutory Rights  Nothing in these Terms excludes or limits liability that cannot lawfully be excluded under South African law. 
‍10.4 Indemnities
‍10.4.1 User Indemnities  You agree to indemnify, defend, and hold harmless Akili AI, its directors, officers, employees, contractors, and affiliates from and against all claims, demands, liabilities, damages, losses, and expenses (including reasonable legal costs) arising from or connected with:  Your breach of these Terms;  Your negligence, misconduct, or failure to comply with professional, legal, or regulatory obligations;  Any data, content, or information you input into the Platform;  Claims made by third parties, including patients, relating to your use of the Platform. 
‍10.4.2 Scope  This indemnity is ongoing, applies in addition to any other remedies available to Akili AI, and survives termination of these Terms. 

11. Termination and Suspension 
‍11.1 Termination by You  You may terminate your Account at any time by giving 30 days’ written notice through your Account settings or by contacting Akili AI. Upon termination:  Your access to the Platform will cease;  You will remain liable for any outstanding fees;  You may export your data within 90 days of termination. 
‍11.2 Termination by Akili AI  We may terminate or suspend your Account:  For convenience, by giving 30 days’ written notice;  Immediately, if you materially breach these Terms;  If required to comply with applicable law, regulation, or court order. 
‍11.3 Effect of Termination  On termination:  All licences granted to you under these Terms will cease;  Confidentiality, indemnity, and limitation of liability provisions will survive;  We may retain records as required by law or delete them when lawful to do so. 
‍11.4 Suspension  We may temporarily suspend access to the Platform (with prior notice where reasonably possible) if:  Scheduled maintenance or upgrades are being carried out;  We reasonably suspect unauthorised access, misuse, or breach of security;  Suspension is required due to regulatory, security, or emergency concerns. 

12. Dispute Resolution 
‍12.1 Governing Law  These Terms are governed by the laws of the Republic of South Africa. 
‍12.2 Good Faith Negotiation  If a dispute arises, the parties must first attempt to resolve the matter amicably through good faith negotiations within 30 days of written notice of the dispute. 
‍12.3 Mediation  If negotiations fail, the parties agree to submit the dispute to mediation under the auspices of the Arbitration Foundation of Southern Africa (AFSA) or its successor. 
‍12.4 Arbitration  If mediation is unsuccessful, the dispute will be referred to binding arbitration in Cape Town, South Africa, under AFSA rules. The arbitrator’s decision will be final and binding. 
‍12.5 Court Jurisdiction  For disputes not subject to arbitration, the parties submit to the exclusive jurisdiction of the Western Cape Division of the High Court of South Africa. 

13. General Provisions 
‍13.1 Modifications  We may amend or update these Terms from time to time by providing at least 30 days’ written notice. Continued use of the Platform after the notice period constitutes your acceptance of the amended Terms. 
‍13.2 Entire Agreement  These Terms, together with our Privacy Policy, constitute the entire agreement between you and Akili AI in relation to the Platform. They replace and supersede any prior agreements, discussions, or understandings, whether written or oral. 
‍13.3 Severability  If any provision of these Terms is found to be invalid, unlawful, or unenforceable, the remaining provisions will remain valid and enforceable to the fullest extent permitted by law. 
‍13.4 Assignment  You may not transfer, assign, or delegate any of your rights or obligations under these Terms without our prior written consent. Akili AI may assign or transfer its rights and obligations under these Terms to an affiliate or successor without restriction. 
‍13.5 Force Majeure  Neither party shall be liable for any delay or failure in performance caused by events beyond its reasonable control, including but not limited to natural disasters, acts of government, labour disputes, load shedding, power outages, cyberattacks, or telecommunications failures. 
‍13.6 Acknowledgement  By using the Platform, you acknowledge that:  AI-assisted outputs are intended only as administrative support tools;  you remain responsible for reviewing and approving all documentation before use in clinical settings;  you are responsible for obtaining and recording patient consent where applicable; and  you remain solely accountable for compliance with professional, legal, and ethical obligations. 
‍13.7 Relationship of the Parties  These Terms do not create any partnership, joint venture, employment, or agency relationship. Each party acts as an independent contractor in fulfilling its obligations under these Terms.   

14. Contact Information  For any queries or notices relating to these Terms, you may contact us at: 

‍Akili AI Systems (Pty) Ltd   
General Support: support@akiliai.net 
Security Incidents: security@akiliai.net 
Privacy Enquiries: privacy@akiliai.net 
Legal Matters: legal@akiliai.net