Terms of Service

Effective Date: April 9, 2026

1. Introduction and Acceptance of Terms

Welcome to Tuuthfairy. These Terms of Service ("Terms" or "Agreement") govern your access to and use of the websites, applications, application programming interfaces ("APIs"), and other online services (collectively, the "Services") provided by Tuuthfairy, Inc. ("Tuuthfairy," "we," "us," or "our").

By accessing or using our Services, you ("Customer" or "you") agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" and "Customer" will refer to that organization.

If you do not agree to these Terms, you may not access or use the Services.

These Terms are in addition to, and do not supersede, any service agreement, Business Associate Agreement ("BAA"), or other written agreement executed between you and Tuuthfairy. In the event of a conflict between these Terms and a separately executed agreement, the separately executed agreement shall control.

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Effective Date" above. Your continued use of the Services after any such modification constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of the Services.

2. Definitions

For purposes of these Terms:

• "API" means the application programming interfaces, including GraphQL and REST endpoints, provided by Tuuthfairy as part of the Services.
• "API Credentials" means the API keys, secrets, tokens, and other authentication credentials provided to Customer to access the Services.
• "Business Associate Agreement" or "BAA" means the agreement between Tuuthfairy and Customer governing the use and disclosure of Protected Health Information in compliance with HIPAA.
• "Customer Data" means all data, including Protected Health Information, that Customer or its End Users submit to or through the Services, as well as technical information such as API request data, log data, and usage patterns collected in connection with the Services.
• "Documentation" means the technical documentation, user guides, and other materials made available by Tuuthfairy describing the functionality and use of the Services.
• "End Users" means the dental practices, providers, and other individuals or entities that access or use the Services through Customer's applications or platforms.
• "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations.
• "Protected Health Information" or "PHI" has the meaning set forth in 45 C.F.R. § 160.103, and refers to individually identifiable health information transmitted or maintained in any form or medium.
• "Services" means Tuuthfairy's APIs, websites, applications, and online services as described in the Documentation.

3. Account Provisioning and Security

3.1 Account Provisioning

Tuuthfairy will provision an account for your organization upon either (a) execution of a service agreement between you and Tuuthfairy, or (b) Tuuthfairy's approval of your request to evaluate the Services. Evaluation accounts are subject to these Terms and any additional limitations communicated by Tuuthfairy, including restrictions on usage volume, features, and duration. You agree to provide accurate, complete, and current information as requested by Tuuthfairy for account setup, and to promptly notify Tuuthfairy of any changes to such information.

3.2 API Credentials

Upon account provisioning, Tuuthfairy will issue API Credentials to enable your access to the Services. You are solely responsible for:

(a) Maintaining the confidentiality and security of your API Credentials;

(b) All activities that occur under your account or using your API Credentials;

(c) Ensuring that your API Credentials are not shared with unauthorized parties;

(d) Immediately notifying Tuuthfairy of any unauthorized use of your account or API Credentials or any other breach of security.

3.3 Security Obligations

You agree to implement and maintain appropriate technical and organizational security measures to protect your API Credentials and any Customer Data accessed through the Services. You shall not attempt to circumvent any security features of the Services.

4. Permitted Use of Services

4.1 License Grant

Subject to your compliance with these Terms, Tuuthfairy grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your internal business purposes in accordance with the Documentation.

4.2 Permitted Activities

You may use the Services to:

(a) Access and use the API functionality as described in the Documentation;

(b) Integrate the Services with your applications and platforms for the benefit of your End Users;

(c) Access Documentation to facilitate your use of the Services.

4.3 Compliance with Laws

You agree to use the Services in compliance with all applicable federal, state, and local laws and regulations, including without limitation HIPAA, state privacy laws, and healthcare regulations. You are solely responsible for ensuring that your use of the Services complies with all laws applicable to your business.

4.4 Fair Use

You agree to use the Services in a manner that does not adversely affect the availability or performance of the Services for other customers. Tuuthfairy reserves the right to implement rate limits and usage restrictions as set forth in the Documentation.

5. Prohibited Activities

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

(a) Use the Services for any unlawful purpose or in violation of any applicable law or regulation;

(b) Access or attempt to access the Services by any means other than through the interfaces provided by Tuuthfairy;

(c) Circumvent, disable, or otherwise interfere with any security-related features of the Services;

(d) Access the Services in a manner that exceeds rate limits, circumvents access controls, or otherwise violates the usage guidelines set forth in the Documentation;

(e) Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying algorithms of the Services;

(f) Copy, modify, or create derivative works based on the Services or any part thereof;

(g) Sublicense, sell, resell, transfer, assign, or otherwise commercially exploit or make available to any third party the Services or any access thereto, except as expressly permitted under these Terms;

(h) Share, disclose, or transfer your API Credentials to any unauthorized third party;

(i) Use the Services to process, store, or transmit any data in violation of HIPAA or other applicable privacy laws;

(j) Use the Services to transmit any malicious code, viruses, or other harmful software;

(k) Interfere with, disrupt, damage, disable, overburden, or impair the Services or the data contained therein;

(l) Attempt to gain unauthorized access to the Services, other customers' accounts or data, or any computer systems or networks connected to the Services;

(m) Impersonate any person or entity or misrepresent your affiliation with any person or entity.

6. Customer Data

Customer Data will be handled in accordance with our Privacy Policy and any applicable BAA.

7. Third-Party Services

7.1 Third-Party Terms

Your use of third-party services accessed through the Services may be subject to additional terms and conditions imposed by those third parties. You agree to comply with all such terms and conditions.

7.2 No Liability for Third-Party Services

The Services integrate with and rely upon various third-party services and infrastructure. Tuuthfairy is not responsible for the availability, accuracy, or reliability of any third-party services. We do not warrant that information received from third-party sources is accurate, complete, or current. You acknowledge that the Services depend on the availability and proper functioning of third-party systems, and Tuuthfairy shall not be liable for any errors, delays, or failures caused by third-party services.

8. Intellectual Property

8.1 Tuuthfairy Ownership

Tuuthfairy and its licensors own all right, title, and interest in and to the Services, including all intellectual property rights therein. The Services are protected by copyright, trademark, and other intellectual property laws. Except for the limited license granted in Section 4.1, these Terms do not grant you any rights in or to the Services or any intellectual property rights therein.

8.2 Trademarks

"Tuuthfairy" and all related logos, product and service names, designs, and slogans are trademarks of Tuuthfairy or its affiliates. You may not use such marks without the prior written permission of Tuuthfairy.

8.3 Feedback

If you provide Tuuthfairy with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you hereby grant Tuuthfairy a royalty-free, worldwide, irrevocable, perpetual license to use, modify, and incorporate such Feedback into the Services without any obligation to you.

9. Confidentiality

9.1 Confidential Information

"Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. Confidential Information includes, without limitation, API Credentials, technical specifications, and business plans.

9.2 Obligations

Each party agrees to:

(a) Maintain the confidentiality of the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care;

(b) Not disclose the other party's Confidential Information to any third party except as permitted under these Terms or with the other party's prior written consent;

(c) Use the other party's Confidential Information only for the purposes of performing its obligations or exercising its rights under these Terms.

9.3 Exclusions

Confidential Information does not include information that:

(a) Is or becomes publicly available without breach of these Terms;

(b) Was known to the receiving party prior to disclosure;

(c) Is received from a third party without restriction on disclosure;

(d) Is independently developed by the receiving party without use of the disclosing party's Confidential Information.

9.4 Required Disclosures

A party may disclose Confidential Information to the extent required by law, provided that the party gives the other party prompt notice (to the extent legally permitted) and cooperates in any effort to obtain protective treatment for the information.

10. Disclaimers

10.1 "As Is" Basis

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, TUUTHFAIRY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

10.2 No Guarantees

WHILE TUUTHFAIRY STRIVES TO PROVIDE RELIABLE AND ACCURATE SERVICES, WE DO NOT GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK.

10.3 Third-Party Data Disclaimer

INFORMATION PROVIDED THROUGH THE SERVICES MAY BE OBTAINED FROM THIRD-PARTY SOURCES. TUUTHFAIRY DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR TIMELINESS OF SUCH INFORMATION. YOU ARE SOLELY RESPONSIBLE FOR VERIFYING ANY INFORMATION OBTAINED THROUGH THE SERVICES BEFORE RELYING ON IT.

11. Limitation of Liability

11.1 Exclusion of Damages

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL TUUTHFAIRY OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF TUUTHFAIRY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Cap on Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF TUUTHFAIRY AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS, FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO TUUTHFAIRY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) FIVE HUNDRED DOLLARS ($500).

11.3 Exceptions

THE LIMITATIONS IN THIS SECTION 11 SHALL NOT APPLY TO (A) EITHER PARTY'S INDEMNIFICATION OBLIGATIONS, (B) EITHER PARTY'S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS, (C) YOUR BREACH OF SECTION 5 (PROHIBITED ACTIVITIES), OR (D) LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

11.4 Basis of the Bargain

YOU ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION 11 ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT BETWEEN YOU AND TUUTHFAIRY AND THAT TUUTHFAIRY WOULD NOT PROVIDE THE SERVICES WITHOUT SUCH LIMITATIONS.

12. Indemnification

12.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Tuuthfairy and its directors, officers, employees, agents, licensors, and service providers from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

(a) Your use of the Services;

(b) Your violation of these Terms or any applicable law or regulation;

(c) Your violation of any third-party rights, including intellectual property rights or privacy rights;

(d) Any Customer Data you submit to or through the Services;

(e) Any claim by your End Users related to the Services;

(f) Your failure to comply with HIPAA or other applicable privacy laws.

12.2 Indemnification Procedure

Tuuthfairy will provide you with prompt written notice of any claim subject to indemnification. You shall have sole control of the defense and settlement of such claim, provided that you may not settle any claim in a manner that adversely affects Tuuthfairy's rights without Tuuthfairy's prior written consent. Tuuthfairy shall cooperate with you in the defense of such claim at your expense.

13. Term and Termination

13.1 Term

These Terms are effective upon your first access to or use of the Services and continue until terminated in accordance with these Terms or your service agreement with Tuuthfairy.

13.2 Termination

Either party may terminate these Terms as set forth in your service agreement with Tuuthfairy. Tuuthfairy may also immediately suspend or terminate your access to the Services if Tuuthfairy reasonably believes that your use of the Services poses a security risk, violates these Terms, or may expose Tuuthfairy to liability.

13.3 Effect of Termination

Upon termination of these Terms:

(a) All licenses granted to you under these Terms shall immediately terminate;

(b) You must immediately cease all use of the Services;

(c) You must delete or destroy all API Credentials and any Confidential Information of Tuuthfairy in your possession;

(d) Customer Data will be handled in accordance with your service agreement, any applicable BAA, and our data retention policies.

13.4 Survival

The following sections shall survive termination of these Terms: Section 2 (Definitions), Section 6 (Customer Data), Section 8 (Intellectual Property), Section 9 (Confidentiality), Section 10 (Disclaimers), Section 11 (Limitation of Liability), Section 12 (Indemnification), Section 13.3 (Effect of Termination), Section 13.4 (Survival), Section 14 (Dispute Resolution), and Section 15 (General Provisions).

14. Dispute Resolution

Your service agreement with Tuuthfairy may contain dispute resolution provisions that supersede this section. In the absence of such provisions, or to the extent not addressed in your service agreement, the following terms apply.

14.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact Tuuthfairy and attempt to resolve any dispute informally. The parties shall negotiate in good faith to resolve the dispute for a period of at least thirty (30) days from the date you first contact Tuuthfairy regarding the dispute.

14.2 Binding Arbitration

If the parties are unable to resolve a dispute through informal negotiation, any controversy or claim arising out of or relating to these Terms or the Services shall be settled by binding arbitration. The arbitration shall be conducted by a single arbitrator at a location mutually agreed upon by the parties, and administered in accordance with commercially reasonable arbitration rules. The arbitrator's award shall be final and binding, and judgment on the award may be entered in any court having jurisdiction thereof.

14.3 Class Action Waiver

YOU AND TUUTHFAIRY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Unless both you and Tuuthfairy agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

14.4 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of a party's intellectual property rights or misappropriation of a party's Confidential Information.

14.5 Time Limitation

Any claim or cause of action arising out of or related to these Terms or the Services must be filed within one (1) year after such claim or cause of action arose, or it shall be forever barred.

15. General Provisions

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

15.2 Entire Agreement

These Terms, together with your service agreement, the Privacy Policy, any applicable BAA, and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and Tuuthfairy concerning the Services and supersede all prior or contemporaneous communications, whether electronic, oral, or written, between you and Tuuthfairy regarding the Services.

15.3 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid, illegal, or unenforceable provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving its original intent.

15.4 Waiver

The failure of Tuuthfairy to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms shall be effective only if in writing and signed by Tuuthfairy.

15.5 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of Tuuthfairy. Tuuthfairy may assign these Terms without restriction. Any attempted assignment in violation of this section shall be void.

15.6 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, strikes, or failures of third-party telecommunications or power supply.

15.7 Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed given when delivered personally, sent by confirmed email, or sent by certified or registered mail, return receipt requested, to the addresses specified during account setup or such other address as either party may specify in writing.

15.8 Independent Contractors

The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship between the parties.

15.9 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and their permitted successors and assigns. Nothing in these Terms shall confer upon any third party any right, benefit, or remedy of any nature whatsoever.

16. Contact Information

If you have any questions about these Terms, please contact us at:

Tuuthfairy, Inc. 100 S Ellsworth Ave Ste 100 San Mateo, CA 94401

Email: hello@tuuthfairy.com

For support inquiries: support@tuuthfairy.com

BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.