LUVVIPRO HOSPITAL APP TERMS OF SERVICE

1. ACCEPTANCE OF TERMS

These Terms of Service ("Terms") constitute a legal agreement between Luvvi Sarl ("Luvvi," "LuvviCare," "we," "our," "us") and the healthcare facility ("Healthcare Facility," "Customer," "you") and its authorized users ("Authorized Users," "Clinicians," "Staff") regarding use of the LuvviCare Clinical Platform, including all web dashboards, mobile applications, APIs, and administrative tools (collectively, the "Hospital App" or "Platform").

By using the Platform, you acknowledge and agree to:

• These Terms of Service

• The applicable Privacy Policy

• Any executed Business Associate Agreement (BAA)

• Master Service Agreement (if applicable)

• All applicable healthcare laws and regulations
  
  

Note: These Terms supplement but do not replace any executed Business Associate Agreement or Master Service Agreement between Luvvi Care and the Healthcare Facility.

2. PLATFORM DESCRIPTION AND PURPOSE

2.1 Service Overview

The Platform enables healthcare facilities to:

• Facilitate secure communication between care teams and patient families

• Deliver developmentally supportive audio content to patients

• Conduct two-way video calls and livestreaming sessions

• Support family engagement through guided communication and presence-based tools

• Provide clinicians with usage-level insights reflecting their interactions on the Platform
  
  

2.2 Covered Care Settings

The Platform supports:

• Neonatal Intensive Care Units (NICUs)

• Pediatric Intensive Care Units (PICUs)

• Long-term care facilities

• Rehabilitation centers

• Mental health facilities

• Hospice and palliative care

• Home healthcare services
  
  

2.3 Role as Business Associate

LuvviCare operates as a Business Associate under HIPAA and a Data Processor under GDPR, processing Protected Health Information (PHI) solely on behalf of the Healthcare Facility.

3. ACCOUNT MANAGEMENT AND ACCESS

3.1 Healthcare Facility Responsibilities

The Healthcare Facility is responsible for:

• Designating authorized administrators

• Managing user accounts and access levels

• Determining patient eligibility for the Platform

• Authorizing family members for patient access

• Establishing usage policies and procedures

• Ensuring appropriate consents are obtained
  
  

3.2 User Authentication

Required Security Measures:

• Single Sign-On (SSO) integration when available (Microsoft Entra ID, Okta, OneLogin)

• Multi-factor authentication via email OTP

• Session timeouts and automatic logoff

• Strong password requirements (if SSO not used)
  
  

3.3 Authorized Users

Only individuals authorized by the Healthcare Facility may access the Platform:

• Licensed healthcare professionals

• Clinical support staff

• Administrative personnel

• IT and security staff

• Others as designated by facility administration
  
  

3.4 Account Security

Authorized Users must:

• Protect login credentials

• Not share accounts or passwords

• Report suspicious activity immediately

• Log out when leaving workstations

• Complete required security training

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4. PERMITTED USE

4.1 Clinical Use

Authorized Users may use the Platform to:

• Send secure messages to patient families

• Share clinical photos and videos (with appropriate consent)

• Conduct two-way video sessions with families

• Initiate and manage livestreaming

• Deliver Audio Care comfort sessions
  
  

4.2 Administrative Use

Administrators may use the Platform to:

• Configure facility settings

• Manage user accounts and permissions

• Register patients

• Configure Audio Care libraries

• Set up SSO and security settings

• Manage sponsor information

• Generate reports and analytics

• Configure Mobile Device Management (MDM)

  
  

4.3 Prohibited Use

Users SHALL NOT:

• Access patient information without authorization

• Use the Platform for non-work purposes

• Share PHI outside authorized channels

• Bypass security controls

• Install unauthorized software or modifications

• Use personal devices without approval

• Violate HIPAA minimum necessary standards

• Create unauthorized recordings or screenshots

• Impersonate other users

• Violate facility policies or procedures

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5. CLINICAL FEATURES AND RESPONSIBILITIES

5.1 One-Way Messaging

When sending messages to families:

• Include only appropriate clinical information

• Use professional language

• Verify recipient authorization

• Follow facility communication policies

• Ensure profanity filter is active
  
  

5.2 Video Calling and Livestreaming

Requirements for video features:

• Obtain appropriate consent before initiating

• Use only approved devices

• Ensure privacy of surrounding patients

• Monitor session participants

• Follow facility guidelines on recording

• Maintain professional appearance and environment
  
  

5.3 Audio Care Sessions

When conducting Audio Care:

• Complete speaker setup and sound checks

• Verify appropriate decibel levels

• Follow age-appropriate playlist guidelines

• Document sessions in patient records

• Monitor patient response

• Use only approved audio content
  
  

5.4 Clinical Documentation

All Platform activities may become part of the medical record:

• Messages sent to families

• Audio Care session logs

• Video session records

• Milestone tracking

• Family engagement metrics
  
  

6. DATA MANAGEMENT AND COMPLIANCE

6.1 HIPAA Compliance

The Healthcare Facility acknowledges:

• Luvvi Care is a Business Associate under HIPAA

• All PHI handling complies with HIPAA requirements

• Breach notification procedures are established

• Audit logs are maintained for minimum 6 years

• Access is limited to minimum necessary
  
  

6.2 GDPR Compliance (Where Applicable)

For EU/UK/Swiss operations:

• Luvvi Care acts as Data Processor

• Data remains in designated regions

• Standard Contractual Clauses apply

• Data subject rights are supported
  
  

6.3 Audit and Monitoring

The Platform maintains:

• Complete audit trails of all access

• User activity logs

• System performance metrics

• Security event monitoring

• Compliance reporting capabilities
  
  

7. INTEGRATION AND TECHNICAL REQUIREMENTS

7.1 System Requirements

The Healthcare Facility must maintain:

• Supported browsers (Chrome, Edge, Safari, Firefox - latest versions)

• Adequate network bandwidth for video streaming

• Compatible mobile devices for app use

• Appropriate speaker systems for Audio Care
  
  

7.2 Integration Support

Available integrations include:

• SSO providers (SAML, OAuth, OIDC)

• EHR systems (via HL7/FHIR where applicable)

• MDM solutions

• Active Directory/LDAP
  
  

7.3 Data Location

• US facilities: AWS US-East (Virginia)

• European facilities: AWS Europe (Germany)

• No cross-region data transfer without authorization
  
  

8. INTELLECTUAL PROPERTY

8.1 Luvvi Care Property

Luvvi Care retains ownership of:

• Platform software and source code

• Luvvi Care trademarks and branding

• Platform design and functionality

• Curated Audio Care content

• Educational materials (unless otherwise specified)
  
  

8.2 Healthcare Facility Property

The Healthcare Facility retains ownership of:

• Patient data and records

• Facility-specific content

• Custom Audio Care uploads

• Clinical protocols and procedures
  
  

8.3 License Grant

Luvvi Care grants the Healthcare Facility a limited, non-exclusive, non-transferable license to use the Platform during the subscription term.

9. FEES AND PAYMENT

Payment terms are governed by the separate Master Service Agreement or Order Form, including:

• Subscription fees

• Payment schedules

• User/patient limits

• Overage charges

• Renewal terms
  
  

10. CONFIDENTIALITY

Both parties agree to:

• Maintain confidentiality of proprietary information

• Use confidential information only for Platform purposes

• Protect information with reasonable security measures

• Return or destroy information upon termination
  
  

11. WARRANTIES AND DISCLAIMERS

11.1 Our Commitments

Luvvi Care warrants:

• The Platform will perform substantially as described

• We will maintain HIPAA and GDPR compliance

• We will provide security measures as specified

• We will maintain appropriate insurance coverage
  
  

11.2 Disclaimers

WE DO NOT WARRANT:

• Uninterrupted or error-free operation

• Compatibility with all systems

• That the Platform meets all specific requirements

• Any particular medical outcomes

THE PLATFORM IS NOT:

• A replacement for clinical judgment

• A medical device requiring FDA approval

• A guarantee of improved patient outcomes

• A substitute for direct patient care
  
  

12. LIMITATION OF LIABILITY

12.1 Excluded Damages

NEITHER PARTY SHALL BE LIABLE FOR:

• Indirect, incidental, or consequential damages

• Lost profits or business opportunities

• Loss of goodwill or reputation

• Punitive or exemplary damages
  
  

12.2 Cap on Liability

EXCEPT FOR BREACHES OF CONFIDENTIALITY, HIPAA VIOLATIONS, OR INDEMNIFICATION OBLIGATIONS, EACH PARTY'S LIABILITY SHALL NOT EXCEED THE FEES PAID IN THE 12 MONTHS PRECEDING THE CLAIM.

12.3 Exceptions

These limitations do not apply to:

• Willful misconduct or gross negligence

• Breach of confidentiality obligations

• HIPAA violations

• Indemnification obligations

• Death or bodily injury
  
  

13. INDEMNIFICATION

13.1 Healthcare Facility Indemnification

The Healthcare Facility will indemnify Luvvi Care against claims arising from:

• Unauthorized use of the Platform

• Violation of these Terms

• Breach of facility policies

• Inappropriate clinical decisions

• Failure to obtain required consents
  
  

13.2 Luvvi Care Indemnification

Luvvi Care will indemnify the Healthcare Facility against claims arising from:

• Platform defects within our control

• Our breach of the BAA

• Violation of our privacy/security obligations

• Infringement of third-party intellectual property rights
  
  

14. TERM AND TERMINATION

14.1 Term

These Terms begin upon Platform access and continue until terminated according to the Master Service Agreement.

14.2 Termination for Cause

Either party may terminate for:

• Material breach not cured within 30 days notice

• Bankruptcy or insolvency

• Loss of required licenses or certifications

• Repeated security violations
  
  

14.3 Effect of Termination

Upon termination:

• Platform access ends

• Data is returned or destroyed per BAA

• Audit logs are retained per legal requirements

• Outstanding fees remain due

• Confidentiality obligations survive
  
  

15. DISPUTE RESOLUTION

15.1 Escalation Process

1. Operational level resolution

2. Management escalation

3. Executive review

4. Formal dispute resolution
   
   

15.2 Arbitration

Disputes not resolved through escalation shall be subject to binding arbitration in [Location] under [Arbitration Rules].

Exceptions: Injunctive relief for security breaches, intellectual property violations, or patient safety issues.

16. GOVERNING LAW

These Terms are governed by the laws of [Switzerland/Jurisdiction], without regard to conflict of law principles.

17. REGULATORY CHANGES

If regulatory changes affect Platform use:

• Luvvi Care will notify the Healthcare Facility

• Parties will work together on compliance

• Terms may be amended as required

• Additional fees may apply for major changes
  
  

18. FORCE MAJEURE

Neither party is liable for delays due to circumstances beyond reasonable control, including:

• Natural disasters

• Pandemics

• Government actions

• Internet or utility failures

• Labor disputes
  
  

19. MISCELLANEOUS

19.1 Entire Agreement

These Terms, along with the BAA and Master Service Agreement, constitute the entire agreement.

19.2 Amendments

Amendments must be in writing and signed by both parties, except for:

• Security updates

• Legal compliance changes

• Feature additions that don't materially change obligations
  
  

19.3 Severability

Invalid provisions will be modified to achieve intended purpose or severed if modification is impossible.

19.4 Assignment

Neither party may assign without consent, except for:

• Affiliates

• Successors through merger/acquisition

• With written notice
  
  

19.5 Notices

Official notices must be sent to addresses specified in the Master Service Agreement.

20. TRAINING AND SUPPORT

20.1 Included Support

• Initial platform training

• Online documentation and resources

• Standard technical support during business hours

• Security incident response (24/7)
  
  

20.2 Additional Support

Available for additional fees:

• On-site training

• Custom integration support

• Dedicated success manager

• Extended support hours
  
  

21. SPONSOR ARRANGEMENTS

If the Platform is sponsored by a third party:

• Sponsor receives only anonymized metrics

• No PHI is shared with sponsors

• White-labeling doesn't grant data access

• Healthcare Facility retains all data rights
  
  

22. SPECIAL PROVISIONS

22.1 For NICU/PICU Units

• Audio Care features follow neonatal therapy guidelines

• Developmental milestone tracking available

• Parent engagement metrics provided
  
  

22.2 For Long-Term Care

• Adapted communication features for adult patients

• Family notification systems

• Quality of life metrics
  
  

22.3 For Mental Health Facilities

• Enhanced privacy controls

• Therapeutic communication features

• Crisis protocol support
  
  

23. CONTACT INFORMATION

Customer Support: Email: support@luvvi.com

Technical Support (24/7 for critical issues): Email: support@luvvi.com

Compliance and Legal: Email: support@luvvi.com

Security Incidents (24/7): Email: security@luvvi.com

Business/Sales: Email: sales@luvvicare.com

24. ACKNOWLEDGMENT

BY USING THE PLATFORM, THE HEALTHCARE FACILITY AND ITS AUTHORIZED USERS ACKNOWLEDGE:

• Understanding and acceptance of these Terms

• Authority to enter into this agreement

• Compliance with all applicable healthcare laws

• Responsibility for appropriate clinical use

  
  

Version: 1.0
Last Updated: [JANUARY 02, 2026]
Legal Review: [JANUARY 02, 2026]

This document supplements any executed Business Associate Agreement and Master Service Agreement between the parties.

This Hospital App Terms of Service provides comprehensive coverage of the clinical platform while maintaining appropriate professional tone and addressing healthcare-specific requirements. It works in conjunction with your BAA and Master Service Agreement to provide complete legal coverage for healthcare facility relationships.