Terms of Service

Prism is a software platform that ingests clinical trial protocols and produces audience-tailored communication assets — including video, scripts, FAQs, and Schedule of Events extracts — for Investigators, Nurses / Clinical Trial Managers, Patients, and Site Feasibility reviewers.

The Service is provided as a communication and operational tool. It is not a medical device, is not intended to provide medical advice, diagnosis, or treatment, and does not replace the independent clinical judgment of qualified personnel or the formal protocol document, investigator brochure, or informed consent.

You must be at least 18 years old and authorized to bind the organization on whose behalf you use the Service. Account credentials are personal — you are responsible for keeping them confidential and for all activity that occurs under your account.

Role-based access (Sponsor, CRO, PI, Study Coordinator, Patient) is enforced by your designated workspace administrator. You agree to notify us promptly of any unauthorized access or suspected compromise.

"Customer Content" means any protocols, documents, presentations, recordings, data, feedback, or other materials you upload to the Service. As between the parties, you retain all right, title, and interest in Customer Content.

You grant Prism a worldwide, non-exclusive, royalty-free license to host, copy, transmit, render, and process Customer Content solely as needed to operate, secure, support, and improve the Service for you and to comply with law. Where you act as a Data Processor under applicable privacy law, this license is limited to the documented instructions of the relevant Controller.

You represent that you have all rights, consents, and authorizations necessary to upload Customer Content to the Service and that your use of Customer Content with the Service does not infringe any third-party right or violate any law, contract, or ethics-board approval.

The Service uses artificial intelligence to summarize, restructure, and re-present Customer Content (the "Output"). AI systems can produce inaccurate, incomplete, or contextually misleading results. Prism provides traceable, auditable AI with citations to the source protocol, but the Service is not a "zero-hallucination" system and no such guarantee is made.

Human review is mandatory. A qualified clinical reviewer designated by you must review and approve any Output before it is shared with sites, patients, or regulators, or used in any IRB / ethics submission. You are solely responsible for the accuracy, regulatory suitability, and clinical appropriateness of Output you publish or distribute.

Subject to these Terms and your payment of applicable fees, Prism assigns to you all rights it may have in Output generated for you from your Customer Content, except for any underlying models, prompts, system components, and templates, which remain Prism's property.

You agree not to, and not to permit any user to:

• upload Customer Content you do not have the right to upload, or that violates law, contract, or third-party rights;
• use the Service to provide medical advice or diagnosis to an end patient outside an investigator-supervised clinical context;
• reverse engineer, decompile, or attempt to extract the source code, models, or training data of the Service, except to the extent expressly permitted by law;
• use the Service or Output to train a competing AI model or to benchmark for a competing product;
• circumvent rate limits, access controls, audit logging, or security features;
• upload malware, exploit vulnerabilities, or interfere with the integrity or performance of the Service;
• use the Service in violation of export controls or sanctions, or in any jurisdiction where such use would be unlawful.

Each party may disclose information that is confidential or proprietary ("Confidential Information"). Customer Content is your Confidential Information. The Service, its non-public features, and pricing are Prism's Confidential Information. Each party will use the other's Confidential Information only as needed to perform under these Terms and will protect it with at least the same degree of care it uses for its own confidential information of like importance (and no less than reasonable care).

Our handling of personal data is governed by our Global Data Privacy Policy, which is incorporated into these Terms by reference. Where we act as a Data Processor on your behalf, the parties' respective roles, the categories of data, the security measures, sub-processor terms, and international transfer mechanisms are described there and in any applicable Data Processing Addendum.

Paid use of the Service is subject to the order form, subscription plan, or commercial agreement you sign with us. Unless otherwise stated, fees are billed in advance, are non-refundable, and are exclusive of taxes. We may suspend the Service for non-payment after reasonable notice.

Prism and its licensors own all right, title, and interest in and to the Service, including all software, models, prompts, templates, user interface elements, documentation, and trademarks. No rights are granted to you other than those expressly stated in these Terms.

Feedback you provide is non-confidential, and you grant Prism a perpetual, irrevocable, royalty-free license to use it for any purpose without obligation.

The Service is provided "as is" and "as available". To the maximum extent permitted by law, Prism disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty that the Service will be uninterrupted, error-free, or free from harmful components.

The Service is not intended for use in any setting where failure could cause death, personal injury, or severe environmental or property damage. Output is not a substitute for the protocol document, investigator brochure, informed consent, or clinical judgment.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or related to these Terms or the Service, even if advised of the possibility of such damages.

Each party's total cumulative liability arising out of or related to these Terms will not exceed the fees you paid to Prism for the Service in the twelve (12) months immediately preceding the event giving rise to the claim. These limitations do not apply to (a) your payment obligations, (b) breach of confidentiality, (c) indemnification obligations, or (d) liability that cannot be limited by applicable law.

You will defend, indemnify, and hold harmless Prism and its affiliates, officers, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to (a) Customer Content, (b) your or your users' breach of these Terms or violation of law, or (c) your distribution or use of Output in clinical, regulatory, or patient-facing contexts.

These Terms apply from the date you first use the Service and continue until terminated. Either party may terminate for material breach not cured within thirty (30) days of written notice. We may suspend or terminate the Service immediately if required by law, by a court order, or to address a security or integrity risk. On termination, your right to use the Service ends and we will, upon request and within a reasonable period, return or delete Customer Content, except as required by law or to maintain audit logs.

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute that is not subject to arbitration or that is otherwise permitted to be brought in court (e.g., for injunctive relief).

We may update these Terms from time to time. If a change is material, we will provide reasonable advance notice (e.g., by email or in-product notice). Your continued use of the Service after the effective date of an updated version constitutes acceptance of the change.

Questions about these Terms? Contact us at legal@prism.health.