Terms of Service | Transcribe Health

TERMS OF SERVICE

Last Updated: May 19, 2026

INTRODUCTION

Transcribe Health Corporation, a corporation incorporated under the federal laws of Canada ("Transcribe Health", "we", "us", or "the Company") provides an AI-powered medical transcription platform (the "Services") that enables medical professionals to record, transcribe, and share patient conversations. These Terms of Service ("Terms") constitute a legally binding agreement between Transcribe Health and any individual or entity ("User", "you", or "your") who accesses or uses the Services. By accessing, registering for, or using the Services in any way, you expressly acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

DEFINITIONS

For the purposes of these Terms, the following definitions shall apply:

"Authorized User" means any individual who is authorized by you to use the Services on your behalf, including your employees, contractors, and agents.
"Services" means the AI-powered clinical documentation and clinical-intelligence platform provided by Transcribe Health, including, without limitation, the medical transcription product, the AI-generated clinical-note product, the standalone Assistant chat (a persistent chat surface where Authorized Users may submit clinical questions and receive AI-generated answers with citations to public medical literature), the Transcribe Health Medical Scribe Chrome extension (a browser-side component that captures and client-side-encrypts clinical-encounter audio, integrates with supported EHR systems, and inserts AI-generated text into clinical-note fields), and all related software, applications, tools, features, application programming interfaces, updates, and services.
"Transcriptions" means the transcribed text, annotations, and any derivative works generated by the Services.
"Assistant Conversations" means the persistent, server-stored chat threads created when an Authorized User interacts with the standalone Assistant chat feature, including the questions and any patient context submitted by the user, the AI-generated responses, the literature citations attached to those responses, the conversation title, the ordered history of messages within the thread, and associated metadata.
"Content" means any data, information, files, text, audio, or materials uploaded, transmitted, or processed through the Services, including Transcriptions, Assistant Conversations, and any PHI contained therein.
"Protected Health Information" or "PHI" means individually identifiable health information as defined under HIPAA and other applicable healthcare privacy laws.
"Intellectual Property Rights" means all patent rights, copyright rights, trademark rights, trade secret rights, and any other intellectual property or proprietary rights.
"Business Associate Agreement" or "BAA" means the agreement required under HIPAA between a Covered Entity and a Business Associate that establishes the permitted and required uses and disclosures of Protected Health Information.

ELIGIBILITY AND ACCOUNT REGISTRATION

3.1. To use the Services, you must:

Be at least 18 years old;
Have the legal capacity and authority to enter into these Terms;
If acting on behalf of an organization, have the authority to bind that organization;
Provide accurate, current, and complete registration information;
Comply with all applicable laws, regulations, and professional standards.

3.2. Account Security:

You are responsible for maintaining the confidentiality of your account credentials;
You must immediately notify us of any unauthorized use of your account;
You are responsible for all activities that occur under your account;
You must implement appropriate security controls to protect access to the Services.

LICENSE AND SERVICE ACCESS

4.1. Subject to these Terms and payment of applicable fees, Transcribe Health grants you a limited, non-exclusive, non-transferable, non-sublicensable license to:

Access and use the Services for your internal business purposes;
Allow Authorized Users to access and use the Services in accordance with these Terms;
Use any documentation provided with the Services;
Install and use the Transcribe Health Medical Scribe Chrome extension (the "Extension"), which forms part of the Services. The Extension is a browser-side component that captures clinical-encounter audio, encrypts that audio client-side before upload, integrates with supported EHR systems, and inserts AI-generated text into clinical-note fields. All references in these Terms to the "Services," "Content," "PHI," "Transcriptions," and "Authorized Users" expressly include use of the Extension and any data processed through it. You shall install the Extension only from official distribution channels designated by Transcribe Health (currently the Chrome Web Store listing or a packaged build supplied directly by Transcribe Health); you shall not install or distribute modified, repackaged, sideloaded, or third-party copies of the Extension, and any use of an unofficial build is at your sole risk and constitutes a material breach of these Terms. You are solely responsible for verifying that you have all consents and authorizations required to capture, encrypt, transmit, and insert PHI through the Extension into your EHR, and for ensuring that the Extension is used only on devices and browsers that satisfy the safeguards required by HIPAA, PIPEDA, and any applicable provincial health privacy legislation.

4.2. Restrictions. You shall not:

Modify, copy, or create derivative works of the Services;
Reverse engineer, decompile, or attempt to discover the source code;
Sell, resell, license, sublicense, or distribute the Services;
Use the Services to store or transmit malicious code;
Interfere with or disrupt the integrity or performance of the Services;
Attempt to gain unauthorized access to the Services or related systems.

USER RESPONSIBILITIES AND ACCEPTABLE USE

5.1. Compliance Requirements:

Comply with all applicable laws, regulations, and professional standards;
Obtain all necessary consents and authorizations for using the Services;
Maintain appropriate security measures to protect Content and PHI;
Ensure accuracy and completeness of all Content uploaded to the Services;
Comply with HIPAA, HITECH, PIPEDA, applicable provincial health privacy legislation (including PHIPA, HIA, Law 25, PIPA BC, HIPA, and applicable PHIAs), and other applicable healthcare privacy laws.

5.2. Prohibited Activities. You shall not use the Services to:

Violate any laws or regulations;
Infringe any intellectual property rights;
Harass, abuse, or harm others;
Transmit any unlawful, harmful, or offensive content;
Interfere with other users' use of the Services.

5.3. System of Record; Service Classification:

The Services are a clinical documentation assistant (commonly described as an "AI medical scribe"). The Services are NOT an electronic medical record (EMR), electronic health record (EHR), or system of record, and are not certified, accredited, or designed to operate as such.
The Services do not provide and are not intended to provide: longitudinal patient health records, computerized provider order entry (CPOE), electronic prescribing, laboratory or imaging order management, clinical decision support, drug-interaction or allergy alerting, claims submission, patient portal access, or any other function reserved by applicable law to a certified EMR/EHR.
You warrant that you maintain a separate medical record system that satisfies all certification, retention, accessibility, and record-keeping obligations applicable to your practice and jurisdiction (including, where applicable, ONC-certified Health IT in the United States, Santé Québec-certified products in Quebec, OntarioMD-certified EMRs in Ontario, or any other jurisdictional certification regime).
You are solely responsible for transferring, exporting, or otherwise integrating finalized outputs of the Services (including transcriptions, generated documents, diagnosis-code suggestions, and audio recordings to the extent retained) into your certified medical record system in a timely manner consistent with your professional and legal obligations.
Data retained within the Services is retained for purposes of delivery, customer access, integration, audit, and legal hold — not as the authoritative legal record of care. The Services should not be relied upon as the sole record of any patient encounter.

CONTENT AND INTELLECTUAL PROPERTY

6.1. Ownership:

You retain all rights to your Content;
Transcribe Health owns all rights to the Services, including improvements and modifications;
Transcribe Health's Intellectual Property Rights are protected by applicable laws.

6.2. License to Content:

You grant Transcribe Health a worldwide, non-exclusive, royalty-free license to use, process, and store Content to provide the Services;
You represent and warrant that you have all necessary rights to grant this license;
This license terminates when you stop using the Services.

DATA PROTECTION AND PRIVACY

7.1. Data Processing:

Transcribe Health processes Content and PHI in accordance with applicable privacy laws;
We maintain appropriate technical and organizational security measures;
We will notify you of any security incidents affecting your Content or PHI.

7.2. Business Associate Agreement Requirement:

If you are a healthcare provider or other entity subject to HIPAA and you will use our Services to transmit, store, or process PHI, you MUST execute our Business Associate Agreement (BAA) prior to uploading or processing any PHI through the Services;
No PHI should be uploaded or processed through the Services until a BAA has been executed;
Use of the Services with PHI without an executed BAA is prohibited and constitutes a material breach of these Terms;
Our standard BAA is available upon request and during the account registration process;
Failure to execute a BAA when required under HIPAA may result in immediate suspension or termination of your account.

7.3. Data Storage and Transfer:

Content is stored in secure data centers in Canada;
International data transfers comply with applicable data protection laws;
We implement appropriate safeguards for cross-border data transfers.

7.4. Data Retention:

The Services are not a system of record (see Section 5.3). We retain Content only as needed to deliver the Services and meet our legal obligations.
Sessions, voice recordings, transcriptions, and generated documents: Retained until you delete them, your account is closed, or your organization's optional automatic retention policy triggers deletion. The automatic retention policy is configurable in 1-day to 30-day windows; if your organization does not enable it, Content remains available until manually deleted or your account is closed.
Audit logs: Retained for at least six (6) years to satisfy HIPAA Security Rule documentation requirements (45 CFR 164.312(b) and 164.530(j)).
De-identified data: May be retained indefinitely for service improvement, in accordance with our Privacy Policy.
Account data: Deleted within thirty (30) days of account termination, except where retention is required by law.
You may request deletion of your data at any time, subject to our Business Associate Agreement and applicable legal obligations.
Healthcare providers are responsible for retaining patient records in their own certified medical record system in accordance with their professional and jurisdictional obligations. HIPAA does not itself prescribe a minimum retention period for PHI in patient records; applicable retention obligations are set by state, provincial, and professional regulations governing your practice.

FEES AND PAYMENT

8.1. Payment Terms:

You agree to pay all fees specified for the Services;
Fees are non-refundable except as required by law;
Payments are processed through authorized payment processors;
You must provide valid payment information;
Late payments may result in service suspension.

8.2. Fee Changes:

We may modify fees upon 30 days' notice;
Continued use after fee changes constitutes acceptance;
Enterprise customers may have separate payment terms.

WARRANTY AND DISCLAIMER

9.1. Limited Warranty:

We warrant that the Services will perform materially as described;
We will use commercially reasonable efforts to maintain the Services;
We will provide technical support as specified in your service plan.

9.2. Medical and AI Disclaimers: CRITICAL MEDICAL DISCLAIMER: THE SERVICES ARE NOT MEDICAL DEVICES AND DO NOT PROVIDE MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. AI-GENERATED TRANSCRIPTIONS MAY CONTAIN ERRORS AND MUST ALWAYS BE REVIEWED BY QUALIFIED HEALTHCARE PROFESSIONALS BEFORE CLINICAL USE.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE";
WE DISCLAIM ALL IMPLIED WARRANTIES;
WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION;
WE DO NOT WARRANT THE ACCURACY OF TRANSCRIPTIONS OR AI-GENERATED CONTENT;
WE DO NOT WARRANT COMPATIBILITY WITH ALL EHR SYSTEMS;
AI MODELS MAY PRODUCE INACCURATE OR INAPPROPRIATE CONTENT;
HEALTHCARE PROVIDERS REMAIN SOLELY RESPONSIBLE FOR ALL CLINICAL DECISIONS;
THE SERVICES ARE NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL JUDGMENT;
THE SERVICES ARE NOT AN EMR, EHR, OR SYSTEM OF RECORD AND HAVE NOT BEEN CERTIFIED BY ANY EMR/EHR CERTIFICATION BODY;
YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING A SEPARATE CERTIFIED MEDICAL RECORD SYSTEM AND FOR ALL JURISDICTIONAL EMR CERTIFICATION REQUIREMENTS APPLICABLE TO YOUR PRACTICE.

ASSISTANT CHAT — EVIDENCE-BASED Q&A DISCLAIMER: THE STANDALONE ASSISTANT CHAT IS AN INFORMATIONAL TOOL AND IS NOT A CLINICAL DECISION SUPPORT SYSTEM, A MEDICAL DEVICE, OR A SUBSTITUTE FOR INDEPENDENT MEDICAL JUDGMENT. IN ADDITION TO THE GENERAL DISCLAIMERS ABOVE, THE FOLLOWING APPLY SPECIFICALLY TO ASSISTANT-GENERATED ANSWERS:

ASSISTANT ANSWERS ARE PRODUCED BY LARGE LANGUAGE MODELS AND MAY BE INCOMPLETE, OUTDATED, INACCURATE, OR HALLUCINATED, EVEN WHEN ACCOMPANIED BY CITATIONS;
LITERATURE CITATIONS ARE RETRIEVED FROM PUBLIC SOURCES AT THE TIME OF THE QUERY AND ARE PROVIDED FOR YOUR INDEPENDENT VERIFICATION; WE DO NOT WARRANT THE CURRENCY, COMPLETENESS, AUTHORITATIVENESS, OR APPLICABILITY OF ANY CITED SOURCE TO ANY PARTICULAR PATIENT;
AN ANSWER MAY MISCHARACTERIZE, OVERGENERALIZE, OR MISAPPLY THE CONTENT OF A CITED SOURCE — YOU MUST READ THE ORIGINAL SOURCE BEFORE RELYING ON IT;
THE ASSISTANT DOES NOT KNOW YOUR PATIENT'S COMPLETE HISTORY UNLESS YOU PROVIDE IT IN THE QUESTION; ANSWERS ARE NOT INDIVIDUALIZED TO ANY PATIENT;
THE ASSISTANT IS NOT INTENDED FOR USE IN EMERGENCY OR TIME-CRITICAL CLINICAL DECISIONS;
PRESCRIBING, DIAGNOSTIC, AND TREATMENT DECISIONS REMAIN SOLELY YOUR PROFESSIONAL RESPONSIBILITY AND MUST BE BASED ON YOUR INDEPENDENT EVALUATION OF THE PATIENT, AUTHORITATIVE CLINICAL GUIDELINES, AND CURRENT PRESCRIBING INFORMATION;
YOU MUST VERIFY ANY DRUG NAME, DOSAGE, INTERACTION, CONTRAINDICATION, OR CLINICAL RECOMMENDATION SURFACED BY THE ASSISTANT AGAINST AN INDEPENDENT, AUTHORITATIVE SOURCE BEFORE ACTING ON IT;
IF YOU CHOOSE TO INCLUDE PATIENT CONTEXT (INCLUDING PHI) IN AN ASSISTANT QUESTION, YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY AND ALL REQUIRED CONSENTS, AUTHORIZATIONS, AND BAA COVERAGE TO DO SO, AND THAT SUCH INCLUSION COMPLIES WITH THE MINIMUM-NECESSARY PRINCIPLE UNDER HIPAA AND ANALOGOUS OBLIGATIONS UNDER PIPEDA, QUEBEC LAW 25, GDPR, AND OTHER APPLICABLE LAWS;
WE DISCLAIM ALL LIABILITY ARISING FROM RELIANCE ON ASSISTANT-GENERATED ANSWERS OR THE PRESENCE, ABSENCE, OR CONTENT OF ANY CITATION.

LIMITATION OF LIABILITY

10.1. Liability Cap:

OUR TOTAL LIABILITY SHALL NOT EXCEED THE LESSER OF (A) FEES PAID IN PRIOR 12 MONTHS OR (B) $100;
WE ARE NOT LIABLE FOR INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR INCIDENTAL DAMAGES;
WE ARE NOT LIABLE FOR MEDICAL MALPRACTICE, PATIENT HARM, OR CLINICAL DECISION-MAKING;
WE ARE NOT LIABLE FOR EHR INTEGRATION FAILURES OR DATA LOSS;
WE ARE NOT LIABLE FOR AI TRANSCRIPTION ERRORS OR INACCURACIES;
THESE LIMITATIONS APPLY TO ALL CLAIMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE;
THESE LIMITATIONS APPLY EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2. Exceptions:

Liability limitations do not apply to gross negligence or willful misconduct;
Some jurisdictions may not allow certain liability limitations.

INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Transcribe Health, its officers, directors, employees, agents, and affiliates from and against all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:

Your use of the Services or Content uploaded through the Services;
Violations of these Terms, Privacy Policy, or applicable laws;
Infringement of third-party intellectual property or other rights;
Unauthorized use of the Services by you or your Authorized Users;
Breach of patient confidentiality or consent requirements;
Medical malpractice or patient harm claims;
Failure to comply with HIPAA, PIPEDA, or other healthcare regulations;
Integration with third-party systems or EHR platforms;
Any negligent or wrongful act or omission in your use of the Services.

TERM AND TERMINATION

12.1. Term:

These Terms remain effective until terminated;
Either party may terminate with 30 days' written notice;
We may terminate immediately for breach of Terms.

12.2. Effect of Termination:

Access to Services will cease;
You must pay all outstanding fees;
You must delete all copies of Content;
Confidentiality obligations survive termination.

GOVERNING LAW AND DISPUTE RESOLUTION

13.1. Governing Law:

These Terms are governed by Ontario, Canada law;
Disputes shall be resolved through arbitration in Ontario;
Class actions and jury trials are waived.

13.2. Dispute Process:

Parties will attempt good faith negotiation;
Unresolved disputes go to binding arbitration;
Arbitration costs shared equally by parties.

CONTACT INFORMATION

Transcribe Health Corporation Email: hello@transcribe.health

Mailing Address: Transcribe Health Corporation Unit 523 - 8 Telegram Mews Toronto, Ontario, M5V 3Z5 Canada

GENERAL PROVISIONS

15.1. Entire Agreement:

These Terms constitute the complete agreement;
They supersede all prior agreements;
Modifications must be in writing.

15.2. Severability:

Invalid provisions shall be modified to be enforceable;
Remaining provisions remain in full effect.

15.3. Force Majeure:

Neither party is liable for events beyond reasonable control;
Affected party must notify other party promptly.

15.4. Assignment:

You may not assign these Terms without our consent;
We may assign these Terms with notice to you.

15.5. Notices:

Notices must be in writing;
Notices are effective upon receipt.

HIPAA AND CANADIAN HEALTH PRIVACY COMPLIANCE

16.1. Healthcare Users:

If you are a healthcare provider, health plan, healthcare clearinghouse, or business associate subject to HIPAA regulations, you acknowledge and agree that:
- You are solely responsible for your compliance with HIPAA, PIPEDA, applicable provincial health privacy legislation, and other applicable laws;
- You must determine whether a BAA is required for your use of the Services;
- You must execute a BAA with us before using the Services with any PHI;
- You must implement appropriate administrative, physical, and technical safeguards.

16.2. Canadian Health Privacy Compliance:

If you are a healthcare provider or health information custodian in Canada, you acknowledge and agree that:
- You must comply with PIPEDA and any applicable provincial health privacy legislation, including the Personal Health Information Protection Act (Ontario), the Health Information Act (Alberta), Law 25 and the Quebec Privacy Act, the Personal Information Protection Act (British Columbia), the Health Information Protection Act (Saskatchewan), and the Personal Health Information Acts of Manitoba, New Brunswick, and Newfoundland and Labrador;
- You are responsible for obtaining all required consents under applicable provincial legislation before using the Services with personal health information;
- You must ensure that any cross-border transfers of personal health information comply with applicable provincial restrictions.

16.3. PHI Processing:

We process PHI only as permitted by the applicable BAA;
We will maintain reasonable and appropriate safeguards;
We will report security incidents as required by HIPAA and the BAA;
We will make our facilities and documentation available for audit as required.

16.4. SOC 2 Compliance:

Transcribe Health maintains compliance with the AICPA SOC 2 Trust Services Criteria, including Security, Availability, Confidentiality, and Privacy criteria;
We undergo periodic assessments to verify the design and operating effectiveness of our controls;
SOC 2 reports are available to customers upon request under NDA.

16.5. User Representations:

By using the Services with PHI, you represent and warrant that:
- You have obtained all necessary consents and authorizations;
- You have executed a BAA with us;
- You are in compliance with all applicable privacy laws.

PATIENT CONSENT AND NOTICE REQUIREMENTS

17.1. Express Consent Requirements:

You are responsible for obtaining express consent from each patient before using our AI transcription service with their PHI
You must inform patients that their conversations may be recorded and processed using AI technology
You must provide patients with the ability to opt-out without impacting their healthcare

17.2. Privacy Notice Requirements:

You must update your privacy policies to include references to:
- The use of AI transcription services
- The recording of patient encounters
- The retention practices applicable to data processed by the Services (see Section 7.4)
- Data residency (where applicable)

17.3. Physician Responsibilities:

You must review and edit all AI-generated documentation to ensure accuracy
You are responsible for maintaining complete and accurate medical records
You must comply with all applicable laws, regulations, and professional standards
You must obtain annual compliance reports from us to ensure ongoing compliance

By using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.