1. Introduction
   This Terms of Service agreement, together with any executed Order Forms, our Privacy Policy, Data Processing Agreement (DPA), and Trust Centre documentation (collectively, this “Agreement”), constitutes a legally binding contract between Summit AI Limited (“Summit AI”, “Summit”, “we”, “us”, or “our”), registered in New Zealand, and the person or legal entity subscribing to or accessing our Services (“Customer”, “Clinic”, “you”, or “your”).

   If you enter into this Agreement on behalf of a legal entity (such as a medical clinic or healthcare practice), you represent and warrant that you are a duly authorized representative with full legal authority to bind that entity.

   By accessing, registering for, or using our Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement.

   
   

2. Service Description and Operational Scope
   Summit provides AI-powered phone answering, appointment scheduling, caller message routing, and administrative workflow automation services designed specifically for healthcare clinics (the “Service”).
   
   

   The Service commences on the earlier of:

   (a) The date your trial account is activated; or

   (b) The date your payment or subscription order is processed.
   
   2.1 Medical Emergency & Triage Disclaimer
   
   THE SERVICE IS STRICTLY AN ADMINISTRATIVE AND FRONT-DESK COMMUNICATION TOOL. THE SERVICE DOES NOT PROVIDE MEDICAL ADVICE, CLINICAL DIAGNOSES, MEDICAL TRIAGE, OR EMERGENCY RESPONSE SERVICES.
   
   The Service is not equipped, designed, or intended to process urgent medical conditions, mental health crises, or life-threatening emergencies. Customer agrees to configure and maintain call-routing disclosures, where necessary, directing callers with medical emergencies to immediately contact local emergency services (e.g., 000 in Australia, 111 in New Zealand, or 999 in the United Kingdom).

   Summit shall have no liability whatsoever for any personal injury, death, adverse health outcomes, or delayed care resulting from emergency interactions routed through the Service.

   
   

   2.2 Artificial Intelligence Output Limitations and Verification
   
   Customer acknowledges that the Service utilizes non-deterministic Artificial Intelligence (AI) and Machine Learning models. While Summit implements enterprise safeguards to maintain high accuracy, AI systems may occasionally produce transcription variances or processing delays.

   Customer retains sole operational responsibility for verifying critical patient schedules, practitioner availability, and administrative records synchronised into its Practice Management System (PMS).

3. Access to the Service

   3.1 Account setup
   Customer must create an account and provide accurate, current, and complete business information. Customer agrees to maintain and promptly update account details as necessary.

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   3.2 Account security

   Customer is solely responsible for maintaining the confidentiality of its administrative usernames, passwords, and API integration tokens. Customer shall immediately notify Summit of any unauthorized access to or use of its account credentials.

   
   3.3 Provisioned Phone Numbers

   As part of the Service, Summit may provision inbound phone numbers to Customer via carrier partners (e.g., Telnyx). Customer acknowledges that these phone numbers remain the property of Summit or its carrier partners and are licensed to Customer solely for the duration of the active subscription. Summit reserves the right to reclaim unassigned or inactive phone numbers upon subscription termination.

   
   

4. Customer Obligations and Privacy Compliance
   Summit operates strictly as a Data Processor on behalf of Customer, which remains the Data Controller for all patient information processed through the Service. Summit processes personal data solely in accordance with Customer’s documented instructions, this Agreement, and our Privacy Policy.

   
   4.1 Legal Role Alignment

   Customer explicitly acknowledges that it acts as the Data Controller (or Principal Agency) under applicable privacy laws, including the Australian Privacy Principles (APPs), New Zealand Privacy Act 2020, and GDPR. Summit operates strictly as a Data Processor (or Secondary Agency under Sections 11 and 12 of the NZ Privacy Act 2020).

   
   4.2 Consent & Pre-Call Disclosures

   Customer warrants and represents that:

   (a) It has provided all required privacy notices and obtained all necessary consents from End Users (patients and callers) to permit Summit to record, transcribe, process, and analyze call audio and text streams;

   (b) It will comply with all national, state, and local call recording and wiretapping laws (including maintaining automated pre-call recording announcements where required by law); and

   (c) It is solely responsible for establishing the legal basis of all patient data processed through the Service.

5. Data Processing and Privacy
   
   5.1 Integration of Privacy Policy & DPA
   Our Privacy Policy, Data Processing Addendum (DPA), and Trust Centre are incorporated directly into and form an integral part of this Agreement.
   
   5.2 Scope of Data Processing
   Customer explicitly authorizes Summit to collect, process, transcribe, store, and transmit data solely as necessary to deliver, maintain, secure, and improve the Service. This includes:

   • Inbound phone call audio streams and transcripts;

   • Patient contact identifiers disclosed during interactions;

   • Appointment scheduling metadata and practitioner availability; and

   • System integration logs and telemetry.

   
   5.3 Sub-Processors & Zero-Training Safeguards
   Customer grants Summit general authorization to engage vetted third-party sub-processors (including cloud hosting providers, telephony networks, and workflow orchestrators) to perform the Service.
   
   

   Summit maintains a Third-Party Risk Management framework ensuring all sub-processors uphold strict security standards aligned with applicable laws (including APP and NZPP). Furthermore, Summit configures all sub-processor integrations using enterprise API endpoints that enforce zero-retention policies, strictly prohibiting patient data or call transcripts from being utilized to train public AI models.

   
   

6. Intellectual Property
   Summit retains all intellectual property rights in the Service and associated technology. Customers retain ownership of their input data and grant Summit a limited license to use it solely to provide, secure, and maintain the Service.

   
   

7. Permitted Use
   Customer agrees to use the Service lawfully and responsibly. Customer shall not use, nor permit any third party to use, the Service:

   • In any manner that violates applicable local, state, national, or international laws or regulations;

   • To transmit any material that is defamatory, obscene, offensive, or unlawful;

   • To compromise, disrupt, or attempt to gain unauthorized access to the Service, servers, networks, or infrastructure;

   • To reverse engineer, decompile, extract source code from, or disassemble any underlying technology of the Service;

   • To place calls to individuals who have opted out or who are not existing patients; or

   • To collect or track the personal information of others outside the scope of authorized healthcare operations.

   
   

8. Limitation of Liability
   Please read this section carefully as it limits our liability to you.
   
   The service is provided “as is” and “as available” without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
   
   Summit will not be liable for any:

   • Special, incidental, indirect, consequential, exemplary, or punitive damages;

   • Loss of business profits, business interruption, loss of business information, loss of business opportunity;

   • Unauthorized access to, loss of, deletion of, or alteration of system data, customer content, or customer data;

   • Costs related to the procurement of substitute goods or services;

   • Termination, suspension, discontinuance, or disconnection of the services;

   • A failure of your internet services, downtime, or maintenance;

   • Our failure to provide technical or other support services; or

   • Damages, in the aggregate for all claims arising out of or related to this agreement, exceeding the amount actually paid by you for the services (if any) in the three (3) months preceding the event or circumstances giving rise to such claims.

   
   These exclusion of damages and limitations on available damages apply to all claims, obligations, and liabilities arising out of or related to this agreement, and whether arising in tort (including negligence or strict liability), statute, contract, or any other legal theory, even if Summit has been advised of the possibility that such damages may be incurred by you and even if your remedies fail of their essential purpose.

   
   

9. Indemnification
   To the extent not prohibited by applicable Law, you agree to indemnify, defend, and hold Summit harmless, including any officers, directors, employees, shareholders, members, and consultants, from any third-party allegation, claim, proceeding, liability, damage, or cost arising out of or related to:

   i) Your or your End User’s use of the Service;

   ii) Your or your End User’s breach of this Agreement or violation of applicable Law;

   iii) Your or your End User’s infringement or violation of any Proprietary Rights or other right of any person or entity;

   iv)Your relationship with your End User or any dispute between you and your End User; or

   v) Personal injury or property damage to a third party relating to your or your End User’s actions.

   
   

10. Termination and Data Export
    Summit may suspend or terminate your access at any time for breach of these Terms or legal requirements. You may stop using the Service at any time.
    
    Upon termination of your account subscription:

    • You may request a data export within 30 days of termination. Clinics must request or complete any desired data exports prior to subscription cancellation, as active call recordings and transcripts are purged immediately upon account closure.

    • After the 30-day period, Summit will erase your data in conjunction with our data retention policies as described in our Privacy Policy and DPA.

    
    

11. Governing Law
    The laws of New Zealand, regardless of conflict of laws principles, govern all matters arising out of or relating to this Agreement, including its interpretation, construction, performance, and enforcement. The parties consent to the exclusive jurisdiction and venue of the courts of New Zealand. If you are acting as a consumer under this Agreement and are domiciled in a Member State of the European Union or the European Economic Area, or in the United Kingdom, the foregoing choice of governing law will not deprive you of the protection afforded to you by provisions that cannot be derogated from by agreement by virtue of the Laws applicable to you where you habitually reside.

    
    

12. Contact Us
    If you have any questions about these Terms, please contact Summit at:

    • Email: contact@usesummitai.com

    • Website: www.usesummitai.com

By using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.