Terms of Use and Privacy Policy

Preamble
1. This Terms of Use and Privacy Policy (hereinafter referred to as the “Terms”) are established by Acer Medical Inc. (hereinafter referred to as the “Company”) to govern the terms and conditions under which the users (hereinafter referred to as “You”)—whether as individuals, companies, legal entities, or organizational representatives—may access to the Company’s product: “aiMed” (Model name: aiMed AI-01, hereinafter referred to as “Product”) and related documentation (if any) and services of the Product. By accepting the Terms, You agree to enter into a legally binding contract with the Company, and Your use of the Product and related services shall be subject to the Terms.
2. You must read and accept the Terms prior to using the Product. You must have legal capacity to agree the Terms pursuant to laws and regulations of Your jurisdiction. If You access the Product on behalf of Your company, legal entity, or organization, You must be duly authorized to represent and accept the Terms on behalf of such entity. Commencement of use of the Product or services by You or the entity You represent constitutes Your full understanding and acceptance of the Terms. If You do not agree with any provision herein, You must immediately cease the use of the Product.
3. The Company reserves the right to unilaterally amend these Terms. If You do not agree with any amendments, You must cease the use of the Product prior to the effective date of such amendment; continued use will be deemed the acceptance of the amendment. Following the effective date, You may not revoke Your acceptance to the amendment.
Registration
1. You shall register an account on the Company’s platform and provide all registration information as designated by the Company.
2. Upon receipt of Your registration application, the Company will send a confirmation letter to the email address you provide (the “Registered Email”). After You click the confirmation link in Company’s confirmation letter, the Company will review your application of registration. You will receive a notification email at the Registered Email after the Company approves Your application.
3. The Company reserves the right to reject Your registration if:
  1. The registration information provided is incorrect or false.
  2. The Company has not agreed to Your use of the Product prior to the application.
  3. Other circumstances deemed unsuitable by the Company after review.
Conditions and Limitations of the Access
1. Upon approval of Your registration, the Company grants You a non-exclusive, non-transferable, non-sublicensable right to access the Product during the access period, subject to usage limitations as agreed by both parties, including but not limited to usage counts and the maximum upload file size.
2. If You purchase the ultimate version of the Product, You may create sub-accounts through the Product’s backend system in accordance with the quantity approved by the Company’s prior written consent. Upon entering and saving the required information in the backend system, the system will automatically send an activation email to the email address registered for each sub-account. Sub-account users shall follow the instructions in the email to complete the email verification and password setup procedures, after which the account will be activated and the user may begin using the Product.
3. Usage restrictions include that:
  1. The Product may only be used within lawful medical facilities and solely for purposes of clinical recordkeeping and internal administrative operations;
  2. You shall not engage in any of the following conduct:
    1. Transfer, lend, copy, sell, lease, or otherwise make the Product available to any third party;
    2. Input any content that is unrelated to medical purposes or deemed inappropriate, including but not limited to pornographic, violent, discriminatory, illegal, misleading information, or any other content that may violate laws, public order, or public interest;
    3. Engage in reverse engineering, decompiling, modifying, translating, cracking, disassembling, discovering source code, or developing derivative works of all or any part of the Product, and You agree not to permit any third party to access or benefit from the Product through time-sharing, service bureau, or other similar arrangements.
  3. You agree not to encourage or engage in any conduct that may constitute a criminal offense, interfere with other users’ use of the Product, or use the Product or its services to cause harm to others’ life, body, liberty, property, social order, national security, or ecological environment. You further agree not to engage in any conduct that may result in conflicts of interest, bias, discrimination, false advertising, misleading information, or data falsification that constitutes a violation of law.
  4. The Product may only be used in regions permitted by the Company. The Company reserves the right to take reasonable measures to prevent unauthorized access or use of the Product, including termination of the access.
Access Period
1. The access period commences upon the Company’s approval of Your registration. You may not claim an extension of the access period on the grounds of non-use of the Product after the approval date.
2. Upon expiration of access period, You must re-subscribe to the Product. However, the Company may charge you access fee and/or ask You to accept different Terms for Your re-subscription.
3. Trial or free use periods are governed by separate agreements. If You pay for access right to the Product during a trial, the remaining trial period is deemed waived and irrevocable. To the maximum extent permitted by law, the Company provides trial use “AS IS” without any warranty.
Payment Terms
1. You shall pay the access fee and any other applicable charges pursuant to the contract, order form, or other written agreement with the Company. The Company may charge for additional costs arising from Your use of the Product.
2. Unless otherwise agreed, all access fees charged by the Company include business tax of Taiwan (value-added tax). Any and all taxes or withholding taxes charged or levied by the competent tax authority upon the access fee or any fees paid subject to the Terms shall be borne by You. In the event that You are required by a competent authority to deduct any withholding tax in relation to the access fee or any fees payable to the Company pursuant to the Terms, You shall bear such taxes and shall pay increased (gross-up) payment to the Company by including such withholding tax amount. In addition, You shall provide the Company with the original withholding tax certificate(s) issued by the tax authorities.
Customer Service
1. During the access period, You may contact the Company during business hours (Monday to Friday, 9:00 am to 5:00 pm Taipei time (GMT+8), except for national holidays) for support regarding defects or usage issues.
Scope of Application
1. The Terms apply to all technical support services for the Product, including the use of or connection to third-party tools or solutions through the Product (including but not limited to artificial intelligence technologies or large language model services, hereinafter referred to as “Third-Party Tools”). You acknowledge and agree that such Third-Party Tools are provided on an “AS IS” basis, and the Company disclaims any and all express or implied warranties with respect thereto.
2. To the maximum extent permitted by law, the Company and its affiliates disclaim all express or implied warranties under applicable laws, common laws, and trade usage regarding Third-Party Tools.
Intellectual Property Rights
1. All rights, including copyrights, patents, trademarks, and service marks, in the Product and related materials are owned by the Company or its legally authorized licensors. The Product and related services and documents are proprietary and protected by copyright, trade secret, patent laws of Taiwan or other countries, and international treaties. You only have the rights expressly granted herein; all other rights are reserved by the Company.
Limitation of Liability
1. The Product is provided “AS IS” without warranty of design, merchantability, fitness for a particular purpose, or non-infringement. The Company does not guarantee uninterrupted access or consistent user experience in any region.
2. The Company and its agents shall not be liable for:
  1. Losses not reasonably foreseeable at the time of agreement.
  2. Any consequential, special, incidental, or indirect damages, loss of profits, or business losses arising from or related to the Terms, the Product, or ordered services, unless due to Company’s unlawful conduct.
  3. Damages arising from Your failure to comply with third-party data protection obligations.
3. In any event, the Company’s total liability shall not exceed the access fees paid by You for use of the Product.
Limited Warranty
1. The Company does not warrant the accuracy, completeness, or capability of the Product, its output, or any updates (if any) to detect, remove, or eliminate all malicious or unintentionally acquired programs or files. The Company shall not be liable for any obligations or responsibilities arising from any omissions or errors contained in the Product’s output. You are advised to seek professional and independent advice before taking any action based on the recommendations contained in the Product’s output or relying on its accuracy.
2. Access and use of the Product are at Your own risk. You are solely responsible for any damage to Your computer or mobile device resulting from such use. Some jurisdictions do not allow the exclusion of implied warranties; thus, such exclusions may not apply to You.
3. No warranty is provided for defects caused by Your negligence, misuse, or use of incompatible or similar-functioning programs.
Use and Disclaimer of Service
1. The Product is intended solely for use by qualified professional medical personnel to assist in the performance of their duties. The reports and output generated by the Product are provided solely as a reference for such personnel in the execution of medical practices and shall not be deemed a direct basis for any medical decision. The final diagnosis shall be made at the discretion of the medical personnel based on their professional judgment.
2. The “medical personnel” under the preceding paragraph refers to individuals who hold a medical professional certificate issued by the competent authority in accordance with applicable laws, including but not limited to: physicians, Chinese medicine practitioners, dentists, pharmacists, medical technologists, professional registered nurses, registered professional midwives, dietitians, physical therapists, occupational therapists, medical radiation technologists, clinical psychologists, counseling psychologists, respiratory therapists, assistant pharmacists, medical technicians, registered nurses, midwives, physical therapy assistants, occupational therapy assistants, medical radiological technicians, and other personnel who have obtained such certification and are engaged in medical duties as defined by the organizational regulations of public medical institutions, government agencies, or public schools.
3. You shall use the Product in a lawful manner. In the event of any violation of the Terms or applicable laws and regulations, the Company may, upon prior notice to you, suspend or terminate Your access of the Product until You demonstrate that the violation has been rectified.
4. The Company reserves the right to modify, suspend, or discontinue the Product, with prior written notice.
Personal Data Protection and Privacy Statement
1. Purpose of Collection: The Company collects, processes, and uses Your personal data (including the names and email address of Your representatives and contact persons) pursuant to the Personal Data Protection Act and related laws in Taiwan for the purpose of Your access to the Product and services.
2. Period, Territory, Recipients, and Method of Using Your Personal Data:
  1. Period: From Your acceptance of the Terms until termination of the Product.
  2. Recipients: The Company, its group and affiliates, government agencies with legal authority, and suppliers and service providers of the Third-Party Tools.
  3. Territory: Locations of the aforementioned recipients.
  4. Method: Manual or automated electronic means, or other lawful methods.
3. For the personal data you provide, You may exercise the following rights by written request:
  1. Access or review.
  2. Request copies.
  3. Request supplementation or correction.
  4. Request cessation of collection, processing, or use.
  5. Request deletion.
4. Your Provision of personal data is voluntary. However, in the event that Your provide the Company with insufficient or incorrect personal data, it might cause the Company not able to provide You with service of Product.
5. You warrant that Your collection, processing, and use of third-party personal data are fully authorized and complied with The Personal Data Protection Act and all applicable laws and regulations about protection of personal data and other data. You shall indemnify the Company for any damages arising from Your violation of any data collection laws and regulations.
6. Your use of the Product must comply with applicable laws and regulations about data protection and cybersecurity (including but not limited to ISO/IEC 27701) and safeguard third-party privacy. The Company provides reasonable assistance within the scope of support services.
7. The Company adheres to a strict “Zero Tolerance for Privacy Infringement” policy. Any unauthorized collection, use, or disclosure of personal data of employees or customers by any employee of the Company is strictly prohibited. In the event of suspected privacy infringement, the Company will immediately initiate internal reporting and investigation procedures, take remedial actions within the shortest possible time, and promptly notify the incident of privacy infringement and the status of the incident in an appropriate manner. If the incident is assessed to be material, the Company will report it to the competent authority within seventy-two (72) hours of becoming aware of the incident. If the investigation confirms the occurrence of a privacy infringement, the Company will impose disciplinary actions in accordance with internal regulations and the severity of the violation, which may include warnings, disciplinary measures, or even termination of employment. These actions are taken to safeguard personal data security and maintain the trust of stakeholders.
8. Matters not addressed herein are governed by applicable data protection laws and regulations.
Amendments to the Terms
1. The Company may amend or supplement the Terms and will publish the amended version and date on the Company’s official website or the application of the Product, without individual notice.
2. Any such amendment or supplement shall become effective immediately upon its publication on the Company’s official website or the application of the Product. You are responsible for regularly reviewing the Terms. If You do not agree or cannot comply the amendment of the Terms, You shall cease the access of the Product. Your continued access of the Product constitutes acceptance of the amendment of the Terms.
Notices
1. The Company may send notices regarding the Product or its services by internal notifications, agents/distributors, email to Your registered address, or publication on the official website.
2. By accepting the Terms, You agree to receive notices by the above electronic means. Failure to receive notices due to incorrect email address constitutes fulfillment of the Company’s notification obligation.
Confidentiality
1. To fulfill the rights and obligations under the Terms and to use the Product, either party and its affiliates or related entities (collectively referred to as “Disclosing Party”) may disclose to the other party proprietary, valuable, or confidential information and trade secrets. For the purposes of these Terms, such information or trade secrets (including all information provided before your acceptance of the Terms, collectively referred to as “Confidential Information”) include but are not limited to the following: information related to the Disclosing Party or held by the Disclosing Party under confidentiality obligations, past, present, or future research, development, or business plans, financial information, cooperation information between the parties, intellectual property rights, information related to business activities or systems (including but not limited to research or reports, software, memoranda, sketches, drawings, designs, data, proprietary technology, and other information expressed in tangible or intangible forms), regardless of the form of the carrier. All such information, whether marked as confidential at the time of disclosure or thereafter, whether in written (regardless of format) or oral form, along with any backups, copies, or summaries (regardless of form and by whom or in what form they are made or edited), shall be considered Confidential Information.
2. The Receiving Party’s Confidentiality Obligations:
  1. The Receiving Party shall use the Confidential Information solely for the purpose of fulfilling the Terms and shall not use it for its own or third-party benefit beyond the scope of the Terms. Without the Disclosing Party’s prior written consent, the Receiving Party shall not disclose Confidential Information to any third party who does not need to know, nor reproduce, copy, or improperly use the Confidential Information.
  2. The Receiving Party agrees to take necessary, reasonable, and effective measures to maintain the confidentiality of the Confidential Information. “Necessary, reasonable, and effective measures” include but are not limited to the following:
    1. Always segregate the Confidential Information from other provided data to prevent confusion.
    2. Place the Confidential Information and ongoing work items and work products in locked cabinets or restricted access areas to prevent unauthorized disclosure.
    3. Implement appropriate measures to prevent any loss of Confidential Information and ongoing work items and work products. If any loss occurs, the Receiving Party shall notify the Disclosing Party within a reasonable period after becoming aware of the loss.
  3. Except for employees of the Receiving Party who need to access or know the Confidential Information to fulfill the rights and obligations under the Terms, the Receiving Party shall not disclose or deliver the Confidential Information to any third party without the Disclosing Party’s prior written consent. If the Disclosing Party consents to the delivery or disclosure to a third party, the Receiving Party shall first sign a confidentiality agreement with the third party that is substantively identical to the confidentiality obligations set forth in the Terms. Notwithstanding the foregoing, You acknowledge and agree that, for the purpose of providing the functionalities and services of the Product, the Company may utilize Third-Party Tools to process and transmit data. Such use shall be deemed necessary for the performance of the obligations under these Terms and shall not constitute a breach of the confidentiality obligations set forth herein.
  4. If the Receiving Party’s personnel violate the confidentiality obligations and cause damage to the Disclosing Party, regardless of the Recipient’s good or bad faith, the Recipient shall be deemed to be in breach of contract. The Receiving Party and its personnel shall be jointly and severally liable for the damages suffered by the Disclosing Party.
3. The Receiving Party shall not be liable for confidentiality obligations in the event that the Confidential Information:
  1. Was already known to the Receiving Party before the disclosure by the Disclosing Party, provided the Receiving Party informs the Disclosing Party in writing within a reasonable period after the disclosure by the Disclosing Party;
  2. Was or becomes publicly known and generally available before the Disclosing Party made its disclosure, or was or becomes publicly known and generally available after disclosure by the Disclosing Party to the Receiving Party through no action or inaction of the Receiving Party;
  3. Is obtained by the Receiving Party from a third party without a breach of such third party’s obligations of confidentiality;
  4. Is approved for release by written authorization of Disclosing Party;
  5. Is independently developed or acquired by the Receiving Party, as shown by documents and other competent evidence in the Receiving Party’s possession;
  6. Is required to be disclosed by the Receiving Party by law, a court of competent jurisdiction, regulatory body, or governmental authority, provided that immediately upon receiving any such request and to the extent that it may legally do so, the Receiving Party promptly notifies the Disclosing Party in writing of such requirement.
4. The confidentiality obligations under these Terms shall be effective for seven years from the date the Disclosing Party’s disclosure of Confidential Information and shall not be affected by the termination or expiration of the Terms. If the Disclosing Party has informed the Receiving Party that the disclosed Confidential Information constitutes a trade secret, the Receiving Party shall maintain confidentiality for the duration that the Confidential Information continues to meet the legal requirements of a trade secret, regardless of the termination or expiration of the Terms.
5. If the Receiving Party violates the provisions of this Article, the Disclosing Party may terminate Your access of Product in writing at any time. The Receiving Party shall be liable for Disclosing Party’s damages arising from Receiving Party’s breach of this Article. Upon receiving the termination notice, the Receiving Party shall immediately cease the use of the Confidential Information and, at the Disclosing Party’s request, return or destroy all Confidential Information and all copies thereof.
6. You acknowledge that the Product serial number or registration information has potential value, and You agree to keep it confidential and not disclose it or otherwise make it available to others, and only use it pursuant to the Terms.
7. If You and the Company have signed a separate confidentiality agreement or other similar agreement (hereinafter referred to as “Confidentiality Agreement”), the terms of the Confidentiality Agreement shall prevail.
Suspension and Termination of the Product
1. The Company may suspend or interrupt all or part of the Product services without any liability for compensation in the event that:
  1. The Company migrate, replace, or maintain system equipment related to the Product services, provided the Company notifies you three days in advance; or
  2. The Product services are stopped or interrupted, information is displayed incorrectly, or information is forged, altered, deleted, or extracted, or the system is interrupted or cannot operate normally due to reasons not attributable to the Company (including but not limited to changes in the program content or policies of Third-Party Tools).
2. The Company may terminate Your access to the Product and be entitled to claim compensation for all related damages and losses against You in the event that:
  1. You file for bankruptcy, are declared bankrupt, make a general assignment for the benefit of creditors, or are unable to pay due payments for any other reason, or transfer significant assets or part or all of your business.
  2. You violate the Terms and applicable laws, relevant medical regulations, and orders, or principles of good faith, causing damage to the Company, and you fail to rectify Your violation within five calendar days after receiving written notice from the Company.
  3. You damage the image of the Product or the reputation of the Company.
  4. You violate Articles III, XII, or XV of the Terms, it constitutes a material breach of the Terms, and the Company is entitled to immediately terminate your access to the Product unilaterally.
General Provisions
1. If any provision of this Terms is held to be ineffective invalid or unenforceable, thereupon such provision shall be automatically terminated and performance thereof by both Parties waived, but such decision shall not affect the validity or enforcement of any of the remaining portions hereof.
2. You shall not sublicense any third parties to use the Product, assign any of Your rights, or delegate the performance of any of Your duties under these Terms without the prior written consent of the Company. The Company may assign or delegate the performance of its duties to qualified third parties, affiliates, or subsidiaries, but such delegation does not waive the Company’s liability under these Terms.
3. The relationship between You and the Company is licensee and licensor. You, Your agents or employees are not agents or representatives of the Company.
4. No rights or remedies under these Terms shall be waived without the written and signed statement of the Party, and no waiver of specific rights prevents enforcement of any other right under this Terms.
5. The Terms shall be governed by the laws of Taiwan, R.O.C. without giving effect to its conflict of laws principles. Any disputes related hereto or arising hereunder shall be submitted to the jurisdiction and venue of Taipei District Court, Taiwan.

Licensor: Acer Medical Inc.

Release date: October 2025

The Company reserves the right to adjust or update all or any part of this Terms at any time.