Terms of Service

We will build, deploy, and maintain a Lumina Systems client intelligence platform for the Clinic, hosted on the Lerty platform. The system includes:

• Import and structuring of the Clinic's client data (names, treatment history, consent records)
• Continuous monitoring of client engagement, consent status, and rebooking intervals
• Automated engagement scoring and priority ranking of the client base
• Revenue recovery pipeline management
• Weekly briefings and monthly performance reports
• Interactive decision recommendations requiring the Clinic owner's approval before any client-facing action

Lumina Systems is a business intelligence tool. It is not a medical device, clinical decision support system, or clinical record system.

Consent status information is based on data supplied by the Clinic and is indicative only. The Clinic must independently verify consent validity before performing any treatment.

The system does not:

• Contact Clinic clients directly
• Make, modify, or cancel appointments
• Send emails, SMS, or other communications without explicit approval
• Share data between different Clinic accounts

• Minimum term: 3 months from the go-live date.
• After minimum term: The agreement continues on a rolling monthly basis (or to the end of the annual term if on annual billing).
• Renewal: Annual agreements renew automatically. Monthly agreements continue until cancelled.

• During minimum term (first 3 months): The Clinic may cancel by paying the remaining months of the minimum term. No refund on the activation fee.
• After minimum term (monthly billing): Cancel with 30 days' written notice. The system remains active until the end of the paid period.
• Annual billing: Cancel with 30 days' notice before the annual renewal date. No partial refunds for unused months within a paid annual period.

On cancellation:

• We export and deliver all Clinic data in CSV format within 7 working days
• The Lerty database is archived for 30 days, then permanently deleted
• No data is retained beyond 30 days post-cancellation, except that we may retain primary contact details for the Clinic owner for up to 6 months post-cancellation for the purpose of account reactivation enquiries. The Clinic may opt out of this by written notice.

We act as a data processor under UK GDPR. The Clinic acts as the data controller.

• The Clinic is responsible for having a lawful basis to share client data with us (including, where applicable, compliance with UK GDPR Article 9 for special category health data)
• We process Clinic client data solely for the purpose of delivering the Lumina Systems service
• We do not share, sell, or use Clinic data for any purpose other than service delivery
• Data is stored on the Lerty platform
• We do not store Clinic client data outside of the Lerty platform, except temporarily during the import process (local files are deleted within 48 hours of successful import)

Data subject requests: If a Clinic client exercises their GDPR rights (access, deletion, rectification), the Clinic notifies us and we action the request within 5 working days.

Data breach: In the event of a data breach affecting Clinic data, we will notify the Clinic within 48 hours of becoming aware, with details of what happened and what we're doing about it. A full incident report will follow within 5 working days.

Email outreach (Illuminate and Radiate tiers only): Where the Clinic's tier includes email outreach capability, client email addresses and first names are shared with our email delivery provider (Resend, Inc.) solely for the purpose of sending Clinic-approved communications. No treatment data, engagement scores, or other sensitive information is shared with the email provider.

Approved sub-processors: Lerty (database hosting), OpenRouter (AI model routing), Anthropic (AI models), Google (AI models), Resend (email delivery — Illuminate/Radiate tiers only).

6.1 Client Data. All data provided by the Clinic (client records, treatment history, consent records) remains the Clinic's property at all times. We acquire no rights in the Clinic's data other than the right to process it for the purpose of delivering the Service.

6.2 Licence to use the Service. We grant the Clinic a limited, non-exclusive, non-transferable licence to access and use the Lumina Systems platform during the term of this agreement, solely for the Clinic's internal business purposes.

6.3 Our IP. The Lumina Systems platform, including its software, database structures, system prompts, documentation, and all related materials, is and remains our intellectual property (or that of our licensors). Nothing in this agreement transfers ownership of any intellectual property to the Clinic.

6.4 Anonymised data. We may use data that has been irreversibly anonymised (such that no individual Clinic or client can be identified, assessed in accordance with the ICO's anonymisation guidance) for product improvement, benchmarking, and marketing purposes. Anonymised insights will only be derived from aggregated data across a minimum of 5 Clinic accounts.

6.5 Client configuration. Client-specific configuration (treatment menus, alert thresholds, custom settings) is the Clinic's intellectual property and is included in the data export on termination.

The Service is hosted on the Lerty platform, which is a third-party service outside our control. We do not guarantee specific uptime percentages. However, we will:

• Monitor for service disruptions and notify the Clinic promptly if we become aware of an outage
• Use reasonable efforts to resolve any issues within our control as soon as practicable
• Provide fee credits at our discretion if a service disruption caused by us results in the Service being unavailable for more than 48 consecutive hours

We are not liable for any loss arising from the unavailability, modification, or discontinuation of the Lerty platform.

Support: Same-day response for urgent issues (system down, data concern). Next-business-day for configuration changes and non-urgent requests. Support is via email/message — no phone support included.

Changes: System configuration changes (adding treatments, adjusting thresholds, updating consent validity periods) are included in the monthly fee at no additional cost.

8.1 Nothing in this agreement excludes or limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot be excluded by law.

8.2 Subject to clause 8.1, our total aggregate liability under or in connection with this agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total fees paid and payable by the Clinic under this agreement in the 12-month period immediately preceding the event giving rise to the claim.

8.3 Subject to clause 8.1, we shall not be liable for any indirect, consequential, or special loss, nor for any loss of profits, loss of revenue, loss of anticipated savings, loss of clients, loss of goodwill, or loss of data (to the extent not caused by our breach of the DPA), howsoever arising and whether or not foreseeable.

8.4 The Lumina Systems platform provides information and recommendations to support the Clinic's business decisions. The Clinic is solely responsible for all decisions regarding client communication, treatment scheduling, and consent management. We do not provide medical, clinical, or regulatory advice.

Both parties agree to keep confidential any business information shared during the course of this agreement, including but not limited to:

• Clinic client data and business metrics
• System pricing and commercial terms
• Technical implementation details

This obligation survives termination of the agreement for a period of 2 years. GDPR obligations survive indefinitely regardless.

Neither party shall be liable for any failure or delay in performing its obligations to the extent caused by circumstances beyond that party's reasonable control, including acts of God, epidemic, government action, fire, flood, telecommunications failure, or failure of third-party hosting services.

If the Lerty platform ceases to operate for a continuous period exceeding 30 days, either party may terminate this agreement on 14 days' notice with a pro-rata refund of pre-paid fees.

Any notice required under this agreement must be in writing and sent by email to:

• To the Provider: team@getvoxium.ai
• To the Client: The email address specified at signing

Notice is deemed received on the next business day after sending if sent by email before 17:00 on a business day, or on the second business day if sent after 17:00 or on a non-business day.

13.1 Entire Agreement. This agreement (including its appendices) constitutes the entire agreement between the parties and supersedes all prior discussions, correspondence, negotiations, proposals, and agreements.

13.2 Severability. If any provision of this agreement is found invalid, unenforceable, or illegal, the remaining provisions shall continue in full force and effect.

13.3 Third-Party Rights. No person other than a party to this agreement shall have any right to enforce any of its terms under the Contracts (Rights of Third Parties) Act 1999.

13.4 Variation. No variation of this agreement shall be effective unless in writing and signed by both parties.

If any dispute arises out of or in connection with this agreement, the parties shall attempt to resolve it through good-faith negotiation. If not resolved within 30 days, either party may refer the dispute to mediation under the CEDR Model Mediation Procedure. If mediation fails within 60 days, either party may commence court proceedings.