Effective Date: June 17, 2026

IMPORTANT CLINICAL DISCLAIMER: GURU IS A CLINICAL DECISION SUPPORT TOOL. IT DOES NOT REPLACE PHYSICIAN JUDGMENT. ALL RECOMMENDATIONS MUST BE REVIEWED AND APPROVED BY A LICENSED CLINICIAN BEFORE CLINICAL ACTION IS TAKEN.

  1. Acceptance of Terms

    These Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“User,” “Clinician,” or “Institution”) and ChaturAI (“Company,” “we,” “us,” or “our”) governing your access to and use of Guru by ChaturAI (“Guru” or “Platform”), including all features, tools, data, content, and services made available through the Platform.

    By accessing or using Guru — including through the Microsoft Azure Marketplace or any Azure-integrated deployment — you agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you are accessing Guru on behalf of an institution, you represent that you have authority to bind that institution to these Terms.

    If you do not agree to these Terms, you must not access or use the Platform.

  2. Eligibility and Authorized Users

    Guru is designed exclusively for use by:

    • Licensed physicians, oncologists, advanced practice providers, and other credentialed healthcare professionals
    • Healthcare administrators at authorized institutions operating under a signed institutional agreement
    • Researchers and clinical informaticists accessing the platform under an approved research protocol

    By using Guru, you represent and warrant that:

    • You are a licensed healthcare professional in good standing in your applicable jurisdiction, or an authorized administrative user of an institution with a signed agreement
    • You will use the Platform solely in connection with legitimate clinical, research, or administrative purposes
    • You are at least 18 years of age
    • Your use of Guru complies with all applicable laws, regulations, and institutional policies

    Guru is not a consumer product and is not intended for patient self-use. Patients must not access or rely on Guru directly for personal medical decisions.

  3. Nature of the Platform — Clinical Decision Support

    1. Decision Support Only

      Guru is a clinical decision support tool. It is not a licensed medical device, a substitute for clinical judgment, or a provider of medical advice, diagnosis, or treatment. All outputs generated by Guru — including guideline-concordant recommendations, complexity tier assignments, prior authorization content, and clinical trial matches — are intended to inform and support, not replace, the independent professional judgment of a licensed clinician.

      NO RECOMMENDATION GENERATED BY GURU MAY BE IMPLEMENTED WITHOUT REVIEW, CLINICAL ASSESSMENT, AND APPROVAL BY A LICENSED HEALTHCARE PROVIDER WITH APPROPRIATE EXPERTISE. GURU DOES NOT ASSUME CLINICAL RESPONSIBILITY FOR PATIENT OUTCOMES.

    2. Tier Assignment and Override

      Guru’s complexity triage algorithm assigns cases to Tier 1 (Standard Pathway), Tier 2 (Presenter Review), or Tier 3 (Mandatory MDT) based on defined clinical criteria. These tier assignments are algorithmic recommendations, not binding clinical directives. Clinicians retain full authority to escalate cases upward at any time with documented rationale, or to override downward with attending physician sign-off, consistent with their institutional policies.

    3. Guideline Currency

      Guru’s knowledge base is updated on a quarterly cycle benchmarked against NCCN and ASCO guidelines. Users are responsible for verifying that recommendations remain consistent with the most current published guidelines, particularly in rapidly evolving molecular oncology areas. The platform displays the version and date of the guideline source underlying each recommendation.

  4. Institutional Agreements and HIPAA Compliance

    Deployment of Guru in any environment where Protected Health Information (PHI) will be entered requires execution of:

    • A signed Institutional Service Agreement with ChaturAI
    • A Business Associate Agreement (BAA) as required under HIPAA, 45 CFR Parts 160 and 164

    Individual clinicians accessing Guru through an institutional deployment are subject to the terms of their institution’s agreement with ChaturAI. Clinicians accessing Guru outside an institutional agreement may not enter PHI into the Platform under any circumstances.

    ChaturAI will provide template BAA language upon request. Execution of a BAA does not limit or waive any other obligations under these Terms.

  5. User Obligations and Prohibited Conduct

    1. Authorized Use

      You agree to use Guru solely for lawful clinical, research, or administrative purposes consistent with your role and these Terms. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account.

    2. Prohibited Conduct

      You must not:

      • Enter PHI into Guru outside of an active institutional BAA or without appropriate patient authorization
      • Attempt to reverse-engineer, decompile, or extract the underlying algorithms, models, or knowledge base of the Platform
      • Share, sell, or redistribute Platform outputs, recommendations, or data without authorization
      • Use Guru to generate recommendations for patients not under your clinical care
      • Attempt to bypass, disable, or circumvent any security feature or access contro
      • Submit false, fabricated, or misleading clinical data to manipulate Platform outputs
      • Use automated scripts, bots, or scrapers to access the Platform
      • Use the Platform in any manner that violates HIPAA, GDPR, or applicable state or national privacy law

  6. Intellectual Property

    1. ChaturAI Ownership

      Guru, including its RAG architecture, Complexity Triage Engine, scoring algorithms, knowledge base curation methodology, user interface, and all associated software and documentation, is the proprietary intellectual property of ChaturAI. Nothing in these Terms transfers any ownership interest to you or your institution.

    2. License Grant

      Subject to these Terms and any applicable institutional agreement, ChaturAI grants you a limited, non-exclusive, non-transferable, revocable license to access and use Guru solely for your authorized clinical or administrative purposes during the term of your agreement.

    3. Feedback

      If you provide feedback, suggestions, or improvement ideas regarding Guru, you grant ChaturAI a perpetual, royalty-free, worldwide license to use and incorporate such feedback into the Platform without obligation or compensation to you.

    4. Guideline Content

      Clinical practice guidelines from NCCN, ASCO, ESMO, and other sources referenced in Guru outputs remain the intellectual property of their respective organizations. Guru’s retrieval and citation of guideline content constitutes fair use in the context of clinical decision support and does not imply endorsement by those organizations.

  7. Disclaimers of Warranty

    GURU IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CHATUREAI EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY OF CLINICAL RECOMMENDATIONS.

    ChaturAI does not warrant that:

    • The Platform will be uninterrupted, error-free, or free of security vulnerabilities
    • Recommendations generated will be appropriate for every patient case or clinical scenario
    • The knowledge base will reflect the most current published guideline at all times
    • The Platform will meet your specific institutional or clinical requirements

  8. Limitation of Liability

    TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHATUREAI, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOSS OF PATIENT OUTCOMES, LOSS OF DATA, LOST PROFITS, OR COSTS OF SUBSTITUTE SERVICES — ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF GURU, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

    CHATUREAI’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIM ARISING FROM THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOUR INSTITUTION TO CHATUREAI IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

    Some jurisdictions do not permit the exclusion of implied warranties or limitation of liability for certain damages. The above exclusions may not apply to you in full.

  9. Indemnification

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

    • Your violation of these Terms
    • Your misuse of Guru or any Platform output
    • Your entry of PHI without a valid BAA or appropriate patient authorization
    • Your failure to obtain required regulatory approvals for your clinical use of the Platform
    • Any clinical decision made by you or your institution based on Platform outputs

  10. Microsoft Azure Marketplace — Additional Terms

    When Guru is accessed through or deployed via the Microsoft Azure Marketplace:

    • Microsoft is not a party to these Terms and bears no responsibility for the Platform or its clinical outputs
    • Your use of Azure infrastructure is separately governed by Microsoft’s Terms of Service and Data Processing Addendum
    • ChaturAI and your institution are solely responsible for configuring the deployment in compliance with HIPAA, GDPR, and applicable law
    • The Microsoft HIPAA BAA with your institution covers Azure infrastructure; a separate ChaturAI BAA is still required for the Platform itself

  11. Regulatory Status and FDA

    As of the Effective Date, Guru is deployed as a clinical decision support tool that does not meet the definition of a medical device subject to FDA premarket review under the 21st Century Cures Act, based on the software’s function as non-device clinical decision support (CDS) under 21 U.S.C. §360j(o). ChaturAI monitors FDA regulatory guidance on AI/ML-based clinical decision support and will adjust its regulatory posture accordingly. ChaturAI’s roadmap includes a 510(k) pre-submission meeting with FDA at Month 30 of its commercialization timeline. Users should consult their institution’s regulatory counsel regarding the use of decision support tools in their specific clinical context.

  12. Term and Termination

    These Terms remain in effect for the duration of your access to Guru. ChaturAI may suspend or terminate your access at any time if:

    • You violate any provision of these Terms
    • Your institution’s agreement with ChaturAI expires or is terminated
    • We are required to do so by law or regulatory authority

    Upon termination, your license to use Guru ceases immediately. Sections 6, 7, 8, 9, and 13 survive termination.

  13. Governing Law and Dispute Resolution

    These Terms are governed by the laws of the State of [STATE — TO BE SPECIFIED], without regard to conflict of law principles. Any dispute arising from these Terms or your use of Guru that cannot be resolved informally shall be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Judgment on the arbitration award may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect intellectual property or PHI.

    EU/EEA users: Nothing in this Section limits rights under GDPR or applicable EU consumer protection law.

  14. General Provisions

    Entire Agreement: These Terms, together with the Privacy Policy and any applicable institutional or BAA agreement, constitute the entire agreement between you and ChaturAI regarding the Platform and supersede all prior agreements.

    Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full force and effect.

    Waiver: Failure to enforce any provision of these Terms shall not constitute a waiver of that provision.

    Assignment: You may not assign your rights under these Terms without our prior written consent. ChaturAI may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.

    Updates: ChaturAI may update these Terms from time to time. Material changes will be communicated to institutional partners at least 30 days before taking effect. Continued use of Guru after the effective date constitutes acceptance.

  15. Contact Information

    For questions regarding these Terms, to report a violation, or to request a Business Associate Agreement or institutional service agreement, please contact:

    Guru by ChaturAI — Legal & Compliance

    Email:legal@chatur.ai