End User License Agreement

Grant of License

Subject to your compliance with this EULA, NXS Clinical grants you a non-exclusive, non-transferable, revocable license to access and use the Application solely for:

• Personal educational purposes
• Healthcare professional continuing education
• Clinical student exam preparation and learning
• Professional reference and knowledge enhancement

Scope of License

Your license is subject to the following restrictions:

• License is personal, non-commercial, and non-exclusive to you
• One account per user; you may not share login credentials
• Device limits vary by subscription tier (Free, Student+, Professional)
• You may not sublicense, transfer, lease, lend, or share your account access
• You may not use the Services on behalf of a third party without explicit written consent

Subscription-Based Access

Your license is contingent upon maintaining an active subscription. Upon subscription expiration or cancellation, your access to the Application and its features will be terminated. NXS Clinical may, at its sole discretion, provide a limited grace period for data retrieval, but makes no guarantee of data preservation after account termination.

NXS Clinical Ownership

All intellectual property rights in the Application, including but not limited to software code, user interface design, graphics, logos, trademarks, and written content, are owned by NXS Clinical or its licensors. This includes:

• Proprietary drug reference databases and clinical content
• Educational materials, case studies, and exam preparation resources
• Algorithms, calculators, and diagnostic tools
• The "NXS Clinical" trademark and all brand identity materials

User Content Ownership

You retain ownership of personal notes, study materials, and data you create within the Application ("User Content"). By creating User Content, you grant NXS Clinical a worldwide, royalty-free, perpetual license to use, display, and analyze aggregated User Content for improving the Services (such usage will be anonymized and de-identified).

No License to Third Parties

This Agreement does not grant you any rights, licenses, or permissions to use NXS Clinical's intellectual property except as expressly stated. All rights not expressly granted are reserved to NXS Clinical.

Subscription Models

NXS Clinical offers multiple subscription tiers:

• Free Tier: Limited access to basic features, reference materials, and tools
• Student+ Tier: Enhanced access to exam preparation, study resources, and collaborative features
• Professional Tier: Full access to all features, priority support, and advanced analytics

Payment & Billing

Subscription fees are processed through Stripe. You authorize NXS Clinical to charge your selected payment method according to the subscription plan you select. Billing occurs at the beginning of each billing period (monthly, annual, or as specified).

Auto-Renewal

Unless cancelled, your subscription will automatically renew at the end of each billing period. You are responsible for cancelling your subscription if you do not wish to renew. You may cancel your subscription at any time through your account settings.

Pricing Changes

NXS Clinical reserves the right to modify subscription pricing at any time. If pricing changes, NXS Clinical will notify you at least 30 days in advance. Continued use of the Application after the price change constitutes acceptance of the new pricing. If you do not accept the new pricing, you may cancel your subscription.

Educational Purpose Only

NXS Clinical is strictly an educational and reference tool for healthcare students and professionals. The Application is NOT:

• Medical advice or clinical decision support
• A substitute for professional medical judgment or consultation
• Intended for diagnosis, treatment, or medical decision-making
• A replacement for consultation with qualified healthcare providers
• HIPAA-compliant or suitable for handling patient data

User Responsibility

You are solely responsible for all clinical decisions, medical judgments, and patient care outcomes. You must:

• Independently verify all clinical information presented in NXS Clinical
• Consult with qualified healthcare providers and supervising physicians
• Follow all applicable clinical guidelines, protocols, and standards of care
• Exercise independent professional judgment in patient care

Content Accuracy

While NXS Clinical strives to provide accurate and current educational information, we make no warranty regarding the accuracy, completeness, or timeliness of any content. Clinical information and drug references should be verified against current authoritative sources such as FDA labeling, peer-reviewed literature, and institutional guidelines.

Privacy Policy

Your use of NXS Clinical is subject to our Privacy Policy, which is incorporated by reference into this EULA. Please review the Privacy Policy for details on how we collect, use, and protect your information.

Data Storage Locations

Your account data, subscription information, and usage analytics are stored in Supabase (our backend database). Payment information is processed and stored by Stripe and is not retained by NXS Clinical.

Shift Tool & Local Storage

The Shift Tool feature stores all calculations, notes, and data locally on your device only. This data is not transmitted to NXS Clinical servers or any third parties unless you explicitly export or share it.

AI & Third-Party Processing

If you use AI-powered features (such as Claude-powered clinical support), your prompts and interactions are transmitted to Anthropic's servers for processing. Please review Anthropic's Privacy Policy.

Termination by NXS Clinical

NXS Clinical may immediately terminate or suspend your account and access to the Application if:

• You violate any provision of this EULA
• You engage in abusive, fraudulent, or illegal activity
• Your subscription payment fails or is disputed
• NXS Clinical ceases operations or the service

Termination by User

You may terminate this Agreement and cancel your subscription at any time through your account settings. Upon termination:

• Your access to the Application will be revoked
• No refunds will be issued for partial subscription periods (unless required by law)
• You may have a limited grace period to download your User Content

Surviving Provisions

The following sections survive termination of this Agreement:

• Intellectual Property Rights (Section 4)
• Disclaimer of Warranties (Section 8)
• Limitation of Liability (Section 9)
• Indemnification (Section 10)
• Governing Law & Dispute Resolution (Section 13)

Right to Update

NXS Clinical may update, modify, or discontinue features, content, or functionality of the Application at any time without prior notice. NXS Clinical is not obligated to maintain backward compatibility or support legacy features.

EULA Modifications

NXS Clinical may modify this EULA at any time by posting the updated version on the Application. Material changes will be accompanied by notice to your registered email address. Your continued use of the Application following notice constitutes acceptance of the modified EULA.

Feature Changes & Content Updates

Clinical content, drug references, and educational materials may be updated without notice. You are responsible for verifying information independently and ensuring you are using the most current clinical guidelines.

Governing Law

This EULA shall be governed by and construed in accordance with the laws of the State of Louisiana, USA, without regard to its conflict of law principles.

Jurisdiction & Venue

You irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts located in Louisiana for any dispute arising from this Agreement. You waive any objection to venue and any claim of inconvenient forum.

Waiver of Jury Trial

TO THE EXTENT PERMITTED BY LAW, BOTH PARTIES WAIVE THE RIGHT TO A JURY TRIAL IN ANY DISPUTE UNDER THIS AGREEMENT.

Severability

If any provision of this EULA is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if not possible, severed from this Agreement. The remaining provisions shall continue in full force and effect.

Entire Agreement

This EULA, together with the Privacy Policy, Terms of Service, and any other agreements incorporated by reference, constitutes the entire agreement between you and NXS Clinical regarding the Application and supersedes all prior and contemporaneous agreements, understandings, and negotiations.

No Waiver

The failure of NXS Clinical to enforce any right or provision of this EULA shall not constitute a waiver of such right or provision. All rights and remedies are cumulative and not exclusive.