Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("Customer," "Laboratory," "you," or "your"), and Dental Cloud Technologies LLC, a Florida Limited Liability Company ("Company," "Provider," "we," "us," or "our"), concerning your access to and use of the CloudLab.Dental platform and related services.

By clicking "I Agree," registering an account, or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity.

2. Description of Service

CloudLab.Dental is a cloud-based laboratory management software (SaaS) designed to facilitate the management of dental orders, workflows, billing, inventory, and communication between dental laboratories and prescribing dentists.

3. HIPAA Compliance

You acknowledge that the Service involves the processing of Protected Health Information ("PHI") as defined by the Health Insurance Portability and Accountability Act ("HIPAA"). We act as a "Business Associate" to you (the "Covered Entity").

• Business Associate Agreement: You must sign our BAA electronically within your Account Dashboard to store PHI
• Precedence: In the event of a conflict between these Terms and the BAA regarding PHI, the BAA shall control
• Your Responsibility: You represent that you have obtained all necessary patient authorizations and consents

4. Account Registration and Security

You are responsible for:

• Providing accurate, current, and complete registration information
• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access

Lab Administrators have full control and manage access for Technicians and invited Doctors. Doctor Portals grant a limited, non-exclusive license for submitting orders and communication only.

5. Fees and Payment

The Service is billed on a subscription basis (monthly or annually). By adding a payment method, you authorize us to charge applicable fees automatically.

• No Refunds: All fees paid are non-refundable. We do not provide refunds for partial months, plan downgrades, or unused time
• Grace Period: Failed payments receive a 14-day grace period before suspension
• Late Payments: We reserve the right to suspend access until the account is current

6. Data Ownership and Retention

You retain full ownership of all data, files, and information you upload ("User Data"). You grant us a worldwide, royalty-free license to host, copy, transmit, and display this data solely as necessary to provide the Service.

7. Third-Party Services

Our Service integrates with third-party tools including Amazon Web Services, Stripe, QuickBooks Online, and others. We are not responsible for data inaccuracies, sync errors, or downtime from third-party APIs. Your use of integrations is subject to those providers' terms of service.

8. Prohibited Uses

You agree not to:

• Use the Service for any illegal purpose or in violation of any law
• Reverse engineer, decompile, or attempt to discover the source code
• Upload viruses, malware, or any malicious code
• Attempt unauthorized access to other customers' accounts or data
• Use the Service to build a competitive product or service

9. Intellectual Property

The Service, including its source code, architecture, design, interfaces, and logos, is the exclusive property of Dental Cloud Technologies LLC. You are granted a limited, revocable, non-exclusive license to use the Service for your internal business operations only.

10. Disclaimer of Warranties

The Service is provided on an "as-is" and "as-available" basis. To the maximum extent permitted by law, we disclaim all warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee that the Service will be uninterrupted, error-free, or secure.

11. Limitation of Liability

In no event shall Dental Cloud Technologies LLC be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, use, goodwill, or other intangible losses.

Our total cumulative liability for all claims shall not exceed the greater of $100 or the amount paid by you in the twelve (12) months preceding the incident.

12. Indemnification

You agree to indemnify, defend, and hold harmless Dental Cloud Technologies LLC, its officers, directors, employees, and agents from any claims, liabilities, damages, and expenses arising from your access to or use of the Service, violation of these Terms, or violation of any third-party rights.

13. Governing Law and Dispute Resolution

These Terms shall be governed by the laws of the State of Florida. Any dispute arising under these Terms shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in Miami, Florida. You agree that disputes shall be resolved only on an individual basis and not in a class, consolidated, or representative action.

14. Changes to Terms

We reserve the right to modify these Terms at any time. For material changes, we will provide at least 30 days notice via email or through the Service. Your continued use after such notice constitutes acceptance of the new Terms.