Terms of Service

Last Updated: November 17, 2025

1. Acceptance of Terms

By accessing or using the MoaliaInstitute website (moaliainstitute.org) and services (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use the Services.

We reserve the right to modify these Terms at any time. Your continued use of the Services after changes are posted constitutes your acceptance of the modified Terms.

2. Description of Services

MoaliaInstitute provides independent medical AI validation and healthcare AI performance testing services, including:

• Clinical AI validation and certification
• Continuous AI performance monitoring
• Healthcare AI decision support data and benchmarking (MoaliaIndex)
• Consulting services related to medical AI validation
• Information and resources available on our website

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time without prior notice.

3. Eligibility

You must be at least 18 years old and have the legal capacity to enter into contracts to use our Services. By using the Services, you represent and warrant that you meet these requirements.

4. User Accounts and Registration

Some aspects of our Services may require you to create an account or provide information. You agree to:

• Provide accurate, current, and complete information
• Maintain and update your information to keep it accurate
• Maintain the security of your account credentials
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activities that occur under your account

We reserve the right to suspend or terminate accounts that violate these Terms or engage in fraudulent, abusive, or illegal activity.

5. Service Contracts

5.1 Validation Services

Our AI validation services are provided under separate written contracts that specify:

• Scope of work and deliverables
• Pricing and payment terms
• Timelines and milestones
• Confidentiality obligations
• Data handling and security measures

These Terms supplement, but do not replace, any separate service contracts.

5.2 Payment Terms

For paid services:

• Fees must be paid as specified in your service contract
• All fees are non-refundable unless otherwise stated in writing
• Late payments may incur interest charges as permitted by Austrian law
• We reserve the right to suspend services for non-payment
• All fees are exclusive of applicable taxes, which are your responsibility

6. Intellectual Property Rights

6.1 Our Intellectual Property

All content on the Services, including text, graphics, logos, images, software, and documentation (collectively, "Content"), is the property of MoaliaInstitute or its licensors and is protected by copyright, trademark, and other intellectual property laws.

You may not:

• Copy, reproduce, distribute, or create derivative works from our Content without written permission
• Use our trademarks, logos, or brand names without authorization
• Reverse engineer, decompile, or disassemble any software or technology used in our Services
• Remove or alter any copyright, trademark, or other proprietary notices

6.2 Your Content and Data

When you provide information, data, or materials to us (e.g., AI systems for validation, test data), you retain ownership of your intellectual property. However, you grant us a limited license to:

• Use, analyze, and process your data to provide our services
• Store and transmit your data as necessary for service delivery
• Create anonymized, aggregated data for research and benchmarking purposes

This license terminates when our services are completed, except for anonymized data that cannot be attributed to you.

6.3 Validation Reports

Validation reports and deliverables created as part of our services are your property upon full payment, subject to the terms of your service contract. However, we retain the right to:

• Reference our work in general terms for marketing purposes (without disclosing confidential information)
• Use anonymized performance data for MoaliaIndex rankings and research
• Include the engagement as a case study (with your written consent)

7. Prohibited Uses

You agree not to:

• Use the Services for any unlawful purpose or in violation of these Terms
• Interfere with or disrupt the Services or servers
• Attempt to gain unauthorized access to any part of the Services
• Use automated systems (bots, scrapers) to access the Services without permission
• Transmit viruses, malware, or other harmful code
• Impersonate any person or entity or misrepresent your affiliation
• Collect or harvest information about other users
• Use the Services to compete with us or develop competing services
• Share confidential validation reports or data without authorization

8. Disclaimers and Limitations of Liability

8.1 Service Disclaimer

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

• The Services will be uninterrupted, secure, or error-free
• The results obtained from the Services will be accurate or reliable
• Any errors in the Services will be corrected

8.2 Medical and Regulatory Disclaimer

IMPORTANT: Our validation services provide independent performance assessments of medical AI systems. However:

• Our reports do not constitute medical advice or regulatory approval
• Validation does not guarantee clinical safety or effectiveness in all settings
• You are responsible for obtaining necessary regulatory approvals (FDA, CE Mark, etc.)
• Clinical deployment decisions remain the responsibility of healthcare providers
• We are not liable for medical decisions made based on AI systems we have validated

8.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MOALIAINSTITUTE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES.

Our total liability for any claims arising from these Terms or the Services shall not exceed the amount you paid us in the twelve (12) months preceding the claim, or €1,000, whichever is greater.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities, so some of the above limitations may not apply to you.

9. Indemnification

You agree to indemnify, defend, and hold harmless MoaliaInstitute, its officers, directors, employees, contractors, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Services
• Your violation of these Terms
• Your violation of any rights of another party
• Your provision of inaccurate or misleading information
• Clinical deployment or use of AI systems we have validated

10. Confidentiality

We recognize that information shared during our engagement may be confidential. Our confidentiality obligations are detailed in separate Non-Disclosure Agreements (NDAs) or service contracts.

We are committed to:

• Protecting confidential information provided by clients
• Not disclosing client-specific validation results without permission
• Using confidential information only for authorized purposes
• Maintaining appropriate security measures

However, we may use anonymized, aggregated data for research, benchmarking, and MoaliaIndex purposes.

11. Third-Party Links and Services

Our Services may contain links to third-party websites or services. We do not control and are not responsible for the content, privacy policies, or practices of third-party sites. Your use of third-party services is at your own risk.

12. Termination

We reserve the right to suspend or terminate your access to the Services at any time, with or without cause or notice, for any reason including:

• Violation of these Terms
• Fraudulent, abusive, or illegal activity
• Non-payment of fees
• Request by law enforcement or government agencies

Upon termination:

• Your right to use the Services immediately ceases
• We may delete your account and data (subject to legal retention requirements)
• You remain liable for all fees and charges incurred prior to termination
• Provisions that by their nature should survive termination remain in effect (e.g., indemnification, limitations of liability)

13. Dispute Resolution and Governing Law

13.1 Governing Law

These Terms are governed by and construed in accordance with the laws of Austria, without regard to its conflict of law provisions.

13.2 Jurisdiction

Any disputes arising from these Terms or the Services shall be subject to the exclusive jurisdiction of the courts of Innsbruck, Austria.

13.3 Informal Resolution

Before initiating formal legal proceedings, you agree to contact us at contact@moaliainstitute.com to attempt to resolve the dispute informally. We commit to working in good faith to reach a mutually acceptable resolution.

14. Severability

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

15. Entire Agreement

These Terms, together with our Privacy Policy and any separate service contracts, constitute the entire agreement between you and MoaliaInstitute regarding the Services and supersede all prior agreements and understandings.

16. No Waiver

Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of MoaliaInstitute.

17. Assignment

You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign these Terms to any successor or affiliate without restriction.

18. Force Majeure

We shall not be liable for any delay or failure to perform our obligations due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, pandemics, natural disasters, government actions, or failure of third-party services.

19. Language

These Terms are prepared in English. If translated into other languages, the English version shall prevail in case of any inconsistency or dispute over interpretation.

20. Contact Information

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

MoaliaInstitute
Email: contact@moaliainstitute.org
Address: Pfarrgasse 1
Innsbruck, Austria