PharmacyAI Legal

Legal

Beta Services Terms

Effective August 2026

Thank you for participating in PharmacyAI Beta Services. These terms (“Beta Terms”) apply to and govern your participation in any of our test, trial, or other beta services (“Beta Services”). These Beta Terms form a part of our Master Services Agreement (“Agreement”), which is hereby incorporated by reference as if fully set forth herein. If there is a conflict between these Beta Terms and the Agreement, these Beta Terms govern with respect to the Beta Services, except that any Business Associate Agreement (“BAA”) executed between the parties shall govern with respect to any Protected Health Information.

Any terms used herein that are undefined have the meaning given to these terms in the Agreement.

  1. 1. Description of Beta Services.

    1. 1.1. Beta Services. PharmacyAI will make such Beta Services available to you on a trial basis and for the Subscription Term, each as indicated on any Order Form you sign or is otherwise agreed to by you. You may use Beta Services solely for internal testing and evaluation of our Software and Services. You acknowledge that: (a) except as otherwise enabled through optional features that Customer may elect to activate, the Beta Services are intended solely as pharmacy workflow automation tools for administrative and data-entry functions and do not perform any clinical decision support, drug utilization review, allergy or interaction checking, or therapeutic judgment functions; (b) a licensed pharmacist must independently verify all outputs of the Beta Services and all prescriptions processed with the assistance of the Beta Services before dispensing; and (c) the Beta Services do not replace or substitute for the professional judgment of a licensed pharmacist or other licensed healthcare professional.

    2. 1.2. Acceptable Use. You agree to use the Beta Services in accordance with our Agreement and all other applicable terms and policies, including all applicable pharmacy practice laws, rules, and regulations of the state boards of pharmacy in which you operate. You are responsible for the compliance with these Beta Terms by any of your Authorized Users. You shall not use the Beta Services for any clinical decision support, drug utilization review, or therapeutic decision-making purposes other than through optional features expressly enabled by PharmacyAI and activated by Customer.

    3. 1.3. Modification. PharmacyAI reserves the right, in its absolute sole discretion, to terminate or modify any Beta Services, including to materially impact their functionality, and/or these Beta Terms, including by adding, modifying, or deleting provisions, at any time without prior notice and without liability. You understand and agree that if you use the Beta Services after the date on which the Beta Terms have changed, we will treat your continued use as acceptance of the updated terms.

    4. 1.4. Fees. We reserve the right to offer Beta Services to you for free or to charge you fees to access and use the Beta Services. Any fees charged shall be indicated on your Order Form and are subject to the payment provisions in the Agreement. If not otherwise indicated on your Order Form, fees shall be due within thirty (30) days of invoice.

  2. 2. Intellectual Property.

    1. 2.1. License. Subject to the terms and conditions of this Agreement, during the Subscription Term, PharmacyAI grants to you a limited, revocable, non-exclusive, non-sublicensable, non-transferable, and worldwide license to use the Beta Services solely for the purpose provided in Section 1.1 above. Except for this limited license, PharmacyAI owns and reserves all right, title and interest in and to, these Beta Services, any Software component thereof, and any related Services provided thereunder, and any underlying intellectual property rights, including copyrights, patents, trade secrets, and trademarks.

    2. 2.2. Feedback. You may review, engage with and provide feedback (such engagement and feedback, “Feedback”) during the Subscription Term. PharmacyAI may, but has no obligation to, in its discretion and for any purpose, (a) use, modify, and incorporate Feedback into PharmacyAI’s products and services, and (b) license, sublicense, or distribute the Feedback without obligation or compensation to Customer. PharmacyAI shall own all Feedback.

    3. 2.3. Data. PharmacyAI may collect and create usage data, statistics, aggregated and anonymized data, de-identified data, and derived data from your use of the Beta Services and your Customer Data (“Usage Data”). As between the parties, PharmacyAI shall own and/or control any and all Usage Data. To the extent permitted by applicable laws, PharmacyAI may use Usage Data to develop, improve, support, and operate its products and services, including for analytics, product development, demand forecasting, and operational insights. PharmacyAI may share Usage Data with third parties, provided that such Usage Data (a) does not include Customer’s Confidential Information except as otherwise permitted hereunder, and (b) either (i) cannot be re-identified or re-attributed to Customer or any particular individual, or (ii) is shared in connection with inter-customer services for which the applicable customers have provided consent.

    4. 2.4. Protected Health Information. Prior to exchanging any Protected Health Information, the parties shall execute a Business Associate Agreement in the form attached to the Agreement as Exhibit A.

  3. 3. Term and Termination. Either party may terminate the Beta Services for any or no reason with prior notice to the other party. If the Subscription Term ends without a mutual agreement to extend, these Beta Terms, and any Order Form for Beta Services, will also automatically terminate. Upon expiration or termination of these Beta Terms, you shall no longer have any right to access or use the Beta Services. ANY CUSTOMER DATA YOU ENTERED INTO THE BETA SERVICES, AS WELL AS ANY CONFIGURATIONS OR CUSTOMIZATIONS MADE BY OR FOR YOU DURING THE SUBSCRIPTION TERM WILL BE PERMANENTLY LOST UNLESS YOU PURCHASE A SUBSCRIPTION TO THE SAME SOFTWARE OR SERVICE AS COVERED BY YOUR BETA SERVICES OR EXPORT SUCH DATA BEFORE THE END OF THE SUBSCRIPTION TERM. If you pay fees to access the Beta Services, then you are obligated to pay all fees accrued prior to and up to the date of termination. The following sections will survive the expiration or termination of these Beta Terms: Section 2 (Intellectual Property), Section 3 (Term and Termination), Section 4 (Limitations), Section 5 (Limitation of Liability and Indemnification), and Section 6 (Confidentiality).

  4. 4. Limitations.

    1. 4.1. Limitation to Users and Features. During the Subscription Term, you may only add a limited number of Authorized Users, which shall be indicated to you on the Order Form. Certain Software and Services features may not be available or may not function as it otherwise would under a standard account.

    2. 4.2. Pharmacy Regulatory Acknowledgments. You represent and warrant that: (a) you hold all required licenses, permits, and registrations to operate as a pharmacy in each jurisdiction in which you use the Beta Services; (b) you will comply with all applicable state board of pharmacy rules and regulations; (c) a licensed pharmacist will independently verify all outputs of the Beta Services and all prescriptions processed with the assistance of the Beta Services before any dispensing; (d) you will maintain all necessary licenses, permits, and registrations required to operate as a pharmacy in each jurisdiction in which you use the Beta Services; and (e) if you elect to activate any optional feature related to drug utilization review or override code entry, you assume full responsibility for the use of such feature, including ensuring appropriate human oversight and compliance with all applicable laws and regulations.

    3. 4.3. DISCLAIMER OF WARRANTIES. YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE BETA SERVICES ARE PROVIDED BY US ON AN “AS IS” BASIS AND AS AVAILABLE, AND YOUR ACCESS TO, PARTICIPATION AND/OR USE OF BETA SERVICES IS AT YOUR SOLE RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT ANY OF THE BETA SERVICES WILL MEET YOUR REQUIREMENTS AND/OR THAT THE BETA SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE. WE DO NOT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE BETA SERVICES OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE BETA SERVICES. EXCEPT FOR OPTIONAL FEATURES THAT CUSTOMER MAY ELECT TO ACTIVATE, THE BETA SERVICES ARE INTENDED SOLELY AS PHARMACY WORKFLOW AUTOMATION TOOLS FOR ADMINISTRATIVE FUNCTIONS AND DO NOT PROVIDE, AND PHARMACYAI EXPRESSLY DISCLAIMS ANY WARRANTY THAT THE BETA SERVICES PROVIDE, CLINICAL DECISION SUPPORT, DRUG UTILIZATION REVIEW, ALLERGY OR INTERACTION CHECKING, THERAPEUTIC JUDGMENT, OR MEDICAL ADVICE. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF ANY OF THE BETA SERVICES IS DONE AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM AND/OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. WE SHALL NOT BE LIABLE FOR ANY CLINICAL, THERAPEUTIC, OR DISPENSING DECISIONS MADE BY YOU OR YOUR PERSONNEL, INCLUDING ANY DECISIONS MADE IN CONNECTION WITH OPTIONAL FEATURES ACTIVATED BY CUSTOMER. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE BETA SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

  5. 5. LIMITATION OF LIABILITY AND INDEMNIFICATION.

    1. 5.1. Indemnification. You agree to hold harmless and indemnify us, our affiliates and subsidiaries, officers, directors, agents, and employees from and against any third party claim arising from or in any way related to (i) your breach of these Beta Terms, (ii) your use of the Beta Services, including any claims arising from your clinical, therapeutic, or dispensing decisions or your failure to have a licensed pharmacist independently verify Beta Services outputs, (iii) your violation of applicable laws, rules or regulations in connection with the Beta Services, including HIPAA and state pharmacy practice laws, (iv) any claim that you lacked authority to provide Customer Data to PharmacyAI, (v) your failure to maintain required pharmacy licenses, permits, or registrations, or (vi) your breach of any Third Party Terms applicable to Third Party Products accessed through the Beta Services.

    2. 5.2. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, AND/OR INCIDENTAL LOSS, EXEMPLARY OF OTHER DAMAGES RELATED TO THE BETA SERVICES WHETHER DIRECT OR INDIRECT, INCLUDING (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), VIOLATION OF STATUTE, OR OTHERWISE, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, OUR MAXIMUM LIABILITY HEREUNDER IS LIMITED TO $100.00. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

  6. 6. Confidentiality. You acknowledge and agree that: (i) the Beta Services and related information constitute our Confidential Information as defined in the Agreement, and that you agree to keep all such information confidential under the terms of the Agreement and (ii) the unauthorized release of our Confidential Information would damage our competitive and intellectual property interests.