These Terms govern access to the ScriBee web application, browser extension and related services (Services) supplied by Lynx ERP Solutions Inc. (Lynx, we or us). The Customer is the individual professional or organization entering into the agreement. Authorized Users are people the Customer permits to use its account environment. Patient Information means personal information concerning a patient, including clinical content, recordings, transcripts and related identifiable logs.

By accepting these Terms through the applicable registration or contracting process, the Customer agrees to them and Schedule A. A person accepting for an organization must have authority to bind it. Individual staff registration alone does not establish authority to bind a clinic. The Privacy Policy explains our information practices and is incorporated to the extent applicable; it does not expand the permitted uses of Patient Information.

1. Eligibility and account administration

Authorized Users must be of the age of majority and legally able to use the Services. Clinical use is intended for licensed healthcare professionals and authorized staff acting within their duties. The Customer must ensure that users are properly authorized and appropriately supervised.

Provide accurate registration information and keep it current. Each person must use their own account. Protect credentials and devices, use available security controls, and promptly notify Lynx and your organization of suspected unauthorized access. The Customer is responsible for administering its authorized access, but is not responsible for a breach to the extent caused by Lynx’s failure to meet its obligations.

2. Services and clinical responsibilities

Depending on the purchased plan and supported configuration, ScriBee assists with recording, transcription, draft documentation, chart extraction, patient-record questions, intake, scheduling and transfer to an EMR. A feature description does not guarantee availability in every plan, language, jurisdiction or third-party system.

ScriBee is intended to assist documentation. It does not replace professional judgment, independent verification or emergency services. AI output may be inaccurate, incomplete or fabricated. The responsible clinician must review, correct and approve output before signing, sending, entering it into a record or acting on it. This includes generated orders, handouts, referrals, coding suggestions and patient-record answers.

The Customer must verify patient identity, clinical facts, medications, doses, allergies, plans and destination records. Only an appropriately authorized person may issue a clinical instruction or submit a billing claim. Do not use the Services for autonomous diagnosis, treatment, emergency monitoring or other uses beyond the approved intended purpose. These Terms make no representation of regulatory clearance or exemption from medical-device regulation.

3. Consent lawful authority and record keeping

The Customer must have lawful authority to collect and submit the information it provides. Before recording or AI-assisted processing, explain the workflow and obtain and document consent as required by applicable law and professional standards. Address all recorded participants, capacity and substitute decision-makers where relevant. Respect refusals and applicable restrictions and provide an appropriate alternative workflow.

An in-app consent confirmation records a user action; it does not replace valid consent. Notify Lynx of restrictions that affect its processing instructions. Do not submit information where those restrictions cannot be met.

The Customer must use the Services only with systems and records it is authorized to access, consistent with applicable organizational policies and integration terms. ScriBee is not the Customer’s designated long-term medical-record repository unless expressly agreed in writing. Maintain required records in an approved system, verify exports and maintain a downtime procedure.

4. Patient Information and supported jurisdictions

The Customer retains its lawful custody, control and rights in submitted content, subject to patients’ rights and applicable law. An account holder’s technical ability to create a record does not determine legal ownership of that record. As between the parties, Lynx claims no ownership of the Customer’s clinical content or generated documentation and grants no exclusivity in AI-generated wording.

The Customer authorizes Lynx to host, process and transmit its content only for the agreed Services, lawful documented instructions and applicable legal requirements. Schedule A governs Patient Information and survives termination for information still held.

Before production processing, the parties must establish a written processing configuration addressing the matters in Schedule A. HIPAA-regulated use requires a separate applicable business associate agreement and written confirmation that the selected deployment is approved for that use. Other jurisdiction-specific agreements or transfer safeguards must also be completed where required. These Terms do not establish worldwide regulatory compliance.

5. Acceptable use

Do not use the Services unlawfully, infringe others’ rights, submit information without authority, record without required consent, upload malware, bypass security or plan limits, or interfere with other users. Do not perform intrusive security testing without written authorization.

Do not copy, resell, sublicense or reverse engineer the software except with permission or to the extent applicable law expressly allows. These restrictions do not prevent lawful use of your own content, interoperability rights or independently developed competing products. Do not misrepresent AI output as reviewed clinical documentation when it has not been reviewed.

6. Plans fees and renewal

The order form or checkout identifies the plan, included features, usage limits, price, currency, taxes and billing period. Paid subscriptions are billed in advance unless otherwise agreed. Automatic renewal applies only where disclosed and accepted at purchase. Trial duration, conversion to a paid plan and any charge require disclosure before acceptance.

Cancel renewal through available billing controls or by contacting hello@aiscribee.com before the renewal date. Cancellation takes effect at the end of the current paid period unless a different date is agreed or required by law. Lynx will provide confirmation. Closing an account and deleting records require separate arrangements.

Plan changes and any proration must be disclosed before confirmation. Fees already paid are not refundable solely because the Customer cancels, except where required by law, expressly offered at purchase, or provided under these Terms. Lynx will investigate billing errors and refund confirmed overcharges. This provision does not limit mandatory cancellation or refund rights.

Lynx will give at least 30 days’ notice of a price increase, which applies no earlier than the next renewal after that notice period. The Customer may cancel before the increase applies. For overdue undisputed fees, Lynx may restrict paid features after reasonable notice and an opportunity to resolve the issue, subject to Schedule A’s record-access protections.

7. Clinics and teams

The Customer designates administrators and is responsible for lawful membership, roles and sharing instructions. Access depends on authorized permissions rather than a universal rule that only a record’s creator may edit it. Administrators must verify authority before transferring administrative control.

When a user leaves, the Customer must revoke access and arrange continuity of clinical records according to law and its agreements with clinicians. Lynx will not determine a disputed custodianship claim solely from login credentials. It may require reliable evidence of authority before moving, releasing or deleting records.

8. Providers and integrations

Lynx uses service providers and may support optional integrations. The Customer is responsible for approving its chosen external systems, permissions and recipients. Third-party terms apply to independently contracted systems, and interoperability may change.

Lynx remains responsible for its own obligations and its processing providers under Schedule A. A third-party disclaimer does not remove those responsibilities. The Customer must review destinations and content when transferring information; an export does not itself confirm receipt, clinical approval or completion of an external workflow.

9. Intellectual property and feedback

Lynx and its licensors retain rights in the software, supplied templates, documentation and branding. Subject to these Terms, Lynx grants the Customer a limited, non-exclusive right to use the Services for its authorized professional purposes during the agreed term. Suspension or revocation is governed by these Terms.

The Customer retains rights in its own templates and materials. Feedback may be used to improve the Services without payment, but this does not authorize use of Patient Information or disclosure of confidential information included in feedback. Do not include patient content in general feedback.

10. Confidentiality

Each party must protect the other’s non-public information with reasonable care, limit access to those who need it for authorized purposes, and bind recipients to confidentiality duties. Exceptions apply to information lawfully public, already lawfully known without restriction, independently developed, or lawfully obtained from another source.

Legally compelled disclosure must be limited to the requirement, with prior notice where permitted. Patient Information remains subject to Schedule A regardless of these general exceptions. Confidentiality duties continue while information remains confidential, and for Patient Information as long as it is held.

11. Availability support and changes

Lynx will provide the Services with reasonable care and skill but does not guarantee uninterrupted availability, complete recovery of pending recordings or error-free AI output. Support channels are described in the Support Guide. Availability, response-time or recovery guarantees apply only if expressly agreed in writing.

Lynx may maintain and improve the Services. It will give reasonable advance notice of a material reduction in paid functionality where practicable. If a material reduction substantially prevents the agreed use and is not remedied within a reasonable period after notice, the Customer may terminate the affected service and receive a proportional refund of prepaid unused fees.

12. Suspension termination and continuity

The Customer may cancel renewal or terminate by notifying Lynx. Either party may terminate for a material breach that is not remedied within 30 days after written notice. Immediate suspension or termination is permitted where a breach cannot be cured, continued use presents a serious security or legal risk, or law requires it. Schedule A provides additional rights for Patient Information.

Lynx will limit suspension to what is reasonably necessary, give notice where lawful and practicable, and explain how restoration or secure record retrieval can be arranged. A security restriction on ordinary access does not remove obligations to support lawful access to patient records.

Following termination, the Customer has 30 days to request and obtain a secure export, subject to any longer mandatory or written period. If ordinary access cannot safely continue, Lynx will arrange an appropriate alternative. Do not rely on the export period as a substitute for ongoing record keeping. Deletion and protected residual copies are governed by Schedule A and the agreed retention schedule.

Accrued payment obligations, confidentiality, data protection, intellectual property, liability provisions and terms intended by their nature to survive remain effective after termination.

13. Warranties and limitations

Except for express commitments in the agreement and rights that cannot lawfully be excluded, the Services are supplied as available without implied warranties of merchantability, fitness for a particular purpose or non-infringement, to the extent permitted by law. Lynx does not warrant that generated output is medically correct or that every integration will work without interruption.

These disclaimers do not excuse Lynx’s express security, confidentiality, data-protection or service obligations. The clinician remains responsible for professional decisions; that responsibility does not eliminate Lynx’s responsibility for its own breach or misconduct.

14. Liability

To the extent permitted by law, neither party is liable to the other for indirect, special, consequential or punitive damages or lost profits arising from the agreement. Subject to the exceptions below, each party’s total aggregate liability arising from the Services is limited to the fees paid or payable by the Customer for the affected Services during the 12 months preceding the event giving rise to the claim.

The exclusions and cap do not apply to fraud, wilful misconduct, gross negligence, breach of confidentiality or obligations concerning Patient Information, payment obligations, or liability that applicable law does not permit to be limited. Reasonable direct costs of restoring data and responding to a breach caused by a party are not excluded merely because they relate to data loss. Any separately signed liability terms prevail to the extent expressly stated.

15. Third party claims

The Customer will indemnify Lynx against third-party claims to the extent caused by the Customer’s unlawful submission of content or material breach of its consent or acceptable-use obligations. This does not cover claims caused by Lynx or its providers breaching their obligations, acting negligently or engaging in misconduct.

Lynx must promptly notify the Customer, provide reasonable cooperation and allow the Customer to control the defence with competent counsel. No settlement may admit fault by Lynx, impose a non-monetary obligation on it or affect patient rights without appropriate consent. Failure to give prompt notice reduces the obligation only to the extent it materially prejudices the defence. The liability provisions above apply.

16. Governing law and disputes

These Terms are governed by Ontario law and applicable federal Canadian law, excluding conflict-of-law rules. The courts of Ontario have jurisdiction over disputes, subject to mandatory rights to bring proceedings elsewhere. The parties should first attempt good-faith resolution through their designated contacts, without delaying urgent relief or a statutory deadline.

Nothing prevents a person from contacting a privacy commissioner, professional regulator or other competent authority, or exercising a right that cannot be waived.

17. Changes notices and general terms

Lynx will give at least 30 days’ notice of material changes to these Terms by email or in the Services, except for changes needed sooner to comply with law or address urgent security risks. Notices identify the effective date. Where express acceptance is required, Lynx will obtain it. Otherwise continued use after that date constitutes acceptance to the extent legally permitted.

If the Customer rejects a material change, it may terminate before it takes effect and receive a proportional refund of prepaid unused fees. A change cannot retroactively authorize a new use of Patient Information or reduce protections in a signed processing agreement without the required agreement.

Mandatory law prevails. A separately signed agreement prevails to the extent it expressly addresses a conflict; Schedule A prevails over the standard Terms on Patient Information, followed by the remaining Terms and applicable order form provisions. The Privacy Policy and Support Guide cannot expand permitted processing or override express contractual protections.

If a provision is unenforceable, the remainder continues. Failure to enforce a provision is not a waiver. Neither party may assign the agreement in a way that reduces required data protection; assignment in a business transfer requires the successor to assume the obligations and appropriate notice to the other party. Other assignments require consent, not unreasonably withheld.

Events beyond reasonable control may excuse affected performance only while the party takes reasonable mitigation steps; they do not excuse confidentiality, safeguarding of information or lawful incident notification. The agreement creates no partnership or employment relationship. Any statutory agency role is limited to the applicable processing relationship.

18. Contact

Contact Lynx ERP Solutions Inc. at hello@aiscribee.com. Address privacy correspondence to the Privacy Officer. Use Urgent security incident for incident reports and Legal notice for contractual notices. Send no patient information through ordinary email; ask for a secure channel. The Customer must maintain a current administrative contact for notices.

Schedule A: Health Information Processing Terms

This Schedule applies whenever Lynx processes Patient Information for the Customer. It forms part of the Terms. It does not, by itself, constitute a HIPAA business associate agreement or authorize a deployment outside the agreed jurisdiction and configuration.

A1. Scope roles and instructions

The Customer is the person or organization lawfully responsible for the information and its processing instructions. Lynx acts as its service provider and, where applicable, agent or electronic service provider. The processing covers the agreed features and term, the patients and other individuals whose information is lawfully submitted, and the categories described in the Privacy Policy.

Lynx will process information only to deliver, secure and support the agreed Services, follow lawful documented instructions or comply with law. Lynx will promptly raise an instruction it reasonably believes conflicts with applicable law and pause the affected processing where necessary. The Customer must communicate relevant consent restrictions, corrections and changes of authority.

A2. Required processing configuration

Before Patient Information is submitted, the parties must record the authorized features and intended purpose; responsible Customer and contacts; information categories; providers and services; storage, processing, backup and support-access countries; permitted transfers; applicable safeguards; retention periods; deletion triggers and completion periods; export format and method; and incident contacts. The configuration may be contained in a signed order form or processing addendum. It must not be inferred solely from a hosting provider’s general marketing information.

The configuration must separately cover audio, transcripts and notes, uploaded source files, prompts and outputs, clinical audit records, operational logs, local buffers, provider copies and backups. If required restrictions cannot be met, the affected feature must not be activated for Patient Information.

A3. Purpose restrictions and minimization

Lynx will not sell Patient Information, use it for advertising or model training, or allow providers to use it for those purposes. Lynx will minimize access and processing to the agreed purpose. Research, benchmarking or de-identification for a new purpose requires express written authorization and a lawful basis; accepting these Terms does not grant that authorization.

Patient Information includes identifiable content in logs, caches, prompts, support evidence and derived records. Removing direct identifiers does not automatically remove the applicable protections. Customer-directed disclosure to another party must remain within the Customer’s lawful authority.

A4. Safeguards and personnel

Lynx will maintain administrative, technical and physical safeguards appropriate to the sensitivity and risks, including encryption in transit and at rest, role-based access, authentication controls, separation of customer access, auditability, vulnerability management, incident response and appropriate continuity measures. Safeguards must cover local buffers and provider processing where these are part of the Services.

Personnel access must be limited to authorized duties and subject to confidentiality obligations and appropriate training. Lynx will not grant unrestricted routine support access to patient content. It will securely manage credentials and revoke access when no longer required.

A5. Providers and locations

Lynx may use only providers authorized through the processing configuration and change process whose applicable contracts permit the intended clinical workflow. Paid status or a no-training commitment alone is insufficient. It must impose written confidentiality, purpose, safeguarding, incident-assistance, rights-assistance and return or deletion obligations appropriate to the processing. Lynx remains responsible for their performance of delegated obligations.

Lynx will give advance notice of a material provider or processing-location change, with information sufficient for assessment and a reasonable opportunity to object on data-protection grounds before affected processing begins. The parties will seek a suitable alternative. If none is reasonably available, the Customer may terminate the affected service and receive a proportional refund of prepaid unused fees.

Urgent replacements necessary to protect information or comply with law must preserve the required safeguards and be notified promptly. Lynx must not use urgency to bypass a mandatory localization restriction or agreement. Cross-border processing requires the agreed authority and safeguards; accepting a general policy is not a waiver of a legal restriction.

A6. Incidents and cooperation

Lynx will notify the Customer at the first reasonable opportunity and without unreasonable delay after becoming aware of theft, loss or unauthorized access, use, disclosure, copying, modification or disposal of Patient Information, or a security incident materially affecting its protection or availability. Any stricter applicable legal or agreed deadline governs. Lynx will not wait for a completed investigation before giving an initial notice.

The notice and updates will provide known facts about the nature and timing, affected systems and information, potentially affected people, containment and remedial steps, contact person and recommended action. Lynx will preserve relevant evidence, investigate, mitigate harm and cooperate with the Customer. Preliminary information may be updated as facts become known.

The parties will coordinate required notices to individuals, regulators and others. Neither party may delay a duty imposed directly on it. Lynx will not issue a notice on the Customer’s behalf without authority unless the law requires it.

A7. Individual rights and oversight

Lynx will promptly route requests it receives directly and assist the Customer with lawful access, correction, restrictions, disclosure records and complaints in time for applicable deadlines. Corrections must be incorporated or linked as appropriate, without improperly erasing required clinical or audit history. Information must not be released to an unverified requester.

Lynx will provide information reasonably needed to assess its safeguards, relevant processing arrangements and compliance with this Schedule, including available assessment summaries and remediation information. Reasonable evidence review or an appropriately scoped audit may be arranged under confidentiality and security protections. Those protections cannot obstruct lawful regulatory access or inspection.

A8. Export deletion and residual copies

On termination, Lynx will support secure export during the 30-day period in the Terms, or any longer period required by law or agreed in writing. The agreed export must cover the Customer’s records in a reasonably usable format and identify material limitations. Lynx must not withhold legally required patient-record access solely as leverage for a payment dispute.

After the export period, Lynx will delete or return Patient Information according to the agreed schedule and lawful instructions, including provider copies. De-identification is not an automatic substitute for deletion. Lynx will confirm completion on request and describe any lawful exception or remaining protected copies.

Where immediate deletion is not feasible because of a documented backup cycle or legal obligation, Lynx will identify the reason and applicable period, restrict access and use, continue this Schedule’s safeguards, and delete the information when the exception ends. Restoring a backup must not permanently reintroduce records already subject to a valid deletion instruction.

A9. Breach of this Schedule and survival

The Customer may require suspension of affected processing or terminate for a material breach of this Schedule. Where safe and lawful, the Customer may allow a reasonable cure period; it need not continue unsafe or unlawful processing while waiting for cure. Lynx must cooperate with a secure transition.

These obligations continue while Lynx or its providers hold Patient Information. No limitation in another standard policy authorizes a prohibited use or removes a mandatory legal obligation.