This End User Licence Agreement (“Agreement”) is between IntAillium Ltd, the operator of the RehabSync platform (“RehabSync”, “we”, “us”), and the clinic or organisation accepting it (“you”, “the Clinic”). By creating an account, accepting this Agreement during onboarding, or using the platform, you confirm you are authorised to bind the Clinic and agree to these terms.

“Platform” means the RehabSync software, websites, APIs, mobile experiences and related services. “Clinic Data” means the data you and your staff and patients submit to or generate on the Platform. “Sub-processor” means a third party we engage to help provide the Platform. UK GDPR terms (“controller”, “processor”, “personal data”) have the meanings given in UK data protection law.

We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Platform for your clinic's internal business of providing rehabilitation and related care, for the duration of your subscription and subject to this Agreement.

You must not, and must not permit any third party to:

• copy, modify, translate, or create derivative works of the Platform except as expressly permitted;
• reverse engineer, decompile, disassemble, or attempt to derive the source code, models, or underlying ideas of the Platform, except to the limited extent this restriction is prohibited by law;
• sell, resell, rent, lease, sublicense, distribute, or otherwise make the Platform available to any third party, in particular any competitor of RehabSync or IntAillium;
• use the Platform to build, train, or benchmark a competing product or service, or scrape or extract its data or content for such purposes;
• remove, obscure, or alter any proprietary notices; or circumvent usage limits, access controls, or security features.

You are the data controller for Clinic Data and your patients' personal data, and we act as your data processor, processing it on your documented instructions to provide the Platform. You are responsible and liable for your data, including: establishing a lawful basis and any patient consent; the accuracy, content, and lawfulness of the data you provide; meeting patients' rights requests; and retaining and disposing of records in line with your statutory obligations (including the NHS Records Management Code of Practice). You remain responsible for the clinical care you deliver.

We will implement appropriate technical and organisational measures, keep Clinic Data isolated to your tenancy, and only use it to provide and maintain the Platform. Where a separate Data Processing Agreement applies, it supplements this section.

To deliver the Platform we use trusted third-party providers as sub-processors, and by accepting this Agreement you authorise and consent to their use. These currently include, for example: Google Cloud Platform (hosting and AI/ML services), Supabase (authentication and database), Vercel (application delivery), Stripe (payments), and email delivery and large-language-model providers used to power assistant features. Each processes data only as needed to provide their part of the service. We remain responsible for our sub-processors' performance of data-protection obligations and will give reasonable notice of material changes to the list.

Platform outputs, including AI-assisted suggestions, are decision support only and are not a substitute for professional clinical judgement, diagnosis, or treatment, and (unless expressly cleared in writing) are not a medical device. You are responsible for reviewing outputs and for all clinical decisions. You must use the Platform lawfully and not upload unlawful, infringing, or harmful content.

The Platform, and all intellectual property rights in it, are and remain owned by IntAillium Ltd and its licensors. Except for the limited licence in section 3, no rights are granted to you. You retain ownership of your Clinic Data.

Each party will keep the other's confidential information confidential and use it only to perform this Agreement. The Platform's non-public features, pricing, and performance are our confidential information.

The Platform is provided “as is” and “as available”. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant the Platform will be uninterrupted, error-free, or that outputs will be accurate or complete.

Nothing in this Agreement limits liability that cannot be limited by law (including for death or personal injury caused by negligence, or for fraud). Subject to that, we are not liable for indirect, incidental, special, or consequential loss, or for loss of profits, revenue, goodwill, or data; and our total aggregate liability arising out of or in connection with this Agreement is limited to the fees you paid to us in the 12 months before the event giving rise to the claim.

You will indemnify and hold harmless RehabSync and IntAillium against claims, losses, and costs arising from your Clinic Data, your use of the Platform, your clinical decisions, or your breach of this Agreement or of applicable law.

This Agreement applies while you use the Platform. Either party may terminate in line with the subscription terms or for material breach. On termination you may export your Clinic Data via the platform's data-export tools, after which we may delete it in accordance with our retention and offboarding processes.

This Agreement is governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction, without prejudice to mandatory consumer or data-protection rights.

Questions about this Agreement can be raised through in-app support or with IntAillium Ltd, the operator of RehabSync.