Clause one: acceptance of the terms and conditions

1.1 This document constitutes a legally binding contract between MAJILY LLC, a limited liability company incorporated under the laws of the State of Wyoming, domiciled at 1000 Brickell Avenue Suite #715 PMB 153 Miami, Florida 33131 (hereinafter THE COMPANY), and any natural or legal person who accesses, browses or uses the software and/or services provided by THE COMPANY (hereinafter THE USER).

1.2 Access and registration on the platform, as well as the use of the services or the simple fact of browsing the website of THE COMPANY implies the full, express and unreserved acceptance of each and every one of the terms and conditions stipulated herein. THE USER declares that he or she has read, understood and accepted in its entirety the contents of this contract.

1.3 The consent of THE USER shall be expressly and unequivocally granted by any of the following actions:

Al tildar el casillero correspondiente a la leyenda “He leído y acepto los Términos y Condiciones del servicio y la Privacy Policy” durante el registro manual; o
By clicking on the registration, login or linking button using third-party credentials (such as Google, Apple, Facebook or other enterprise-enabled identity providers).

The performance of any of these actions constitutes a manifestation of the will of THE USER to be bound by these terms. If THE USER does not agree with these terms and conditions, he must immediately refrain from accessing or using the services offered by THE COMPANY.

1.4 If THE USER acts on behalf of a clinic, health center or legal entity, and/or any other person, declares and guarantees that he has sufficient legal powers to bind that entity to these terms.

1.5 The following are incorporated into this contract and form an integral part thereof:

THE USER declares to know and accept them fully at the time of checking the acceptance box and creating his account.

Clause two: identification of the parties and definitions

2.1 THE COMPANY: It is identified as MAJILY LLC, a limited liability company incorporated in the State of Wyoming, with legal address at 1000 Brickell Avenue Suite #715 PMB 153 Miami, Florida 33131, United States of America.

2.2 THE USER: Refers to the mental health professional, clinic or healthcare entity who registers on the platform, acquires a subscription and uses the software for patient management. THE USER is solely responsible for the veracity of the data provided.

2.3 THE SOFTWARE: It is defined as the digital platform owned by THE COMPANY, designed for patient management and clinical records; session notes and clinical documentation; artificial intelligence assistant for clinical use; appointment schedule and scheduling; invoicing and financial management; reporting and reporting professional community; secure storage of documents.

2.4 PATIENT DATA: It refers to any information, content, clinical records, personal data or Health Information protected by third parties that THE USER uploads, stores, processes or transmits through THE SOFTWARE. The nature of the legal relationship to these data, as well as the responsibilities, rights and obligations of THE PARTIES with respect to the processing of such information, shall be governed by the provisions of the DECIMA CLOSURES, TENTH QUINTA, TENTH SEVENTH of this contract and by the Privacy Policy THE COMPANY, which is understood to be integrated into this agreement by reference.

2.5 SERVICES: Includes access to the platform, patient management and clinical records; session notes and clinical documentation; artificial intelligence assistant for clinical use; appointment schedule and scheduling; invoicing and financial management; reporting and reporting professional community; secure storage of documents.

2.6 INDEPENDENCE OF THE PARTIES: This agreement does not create any partnership, agency, franchise, sales representation or employment relationship between THE COMPANY and THE USER. The USER shall at all times act as an independent contractor in the use of the management tools provided.

Clause three: legal capacity and representation

3.1 The USER, if acting as a natural person, declares under oath that he is of legal age in his jurisdiction of residence, that he has full legal capacity to contract and that he has no impediment to be bound under the terms of this contract.

3.2 In the event that THE USER accesses or uses THE SOFTWARE on behalf of or representing a clinic, health center, clinical practice or any other legal entity (hereinafter THE ORGANISATION), THE USER manifests and guarantees that he possesses the legal powers sufficient and in force to oblige such an ORGANISATION to these terms and conditions.

3.3 In the case provided for in point 3.2, the terms THE USER and THE ORGANISATION shall be used interchangeably and shall be deemed jointly and severally bound in respect of all the obligations, declarations and responsibilities arising from this contract. Both of them are fully accountable to THE COMPANY for any breach of these terms and conditions.

3.4 THE USER assumes the obligation to provide accurate, accurate, complete and duly updated information at the time of the creation of his account and during the entire duration of the contractual relationship. THE COMPANY reserves the right to request the documentation it considers necessary to validate the identity of THE USER or the validity of his powers of representation if applicable.

3.5 To ensure the security of the platform and to prevent fraud or identity theft, THE COMPANY requires the USER to complete an identity verification process. THE USER agrees to provide the official documentation (DNI, Passport or equivalent) required. THE COMPANY will only retain the personal data and documents resulting from such validation (full name and identification number) for the sole purpose of validating the ownership of the account in cases of recovery of credentials, access disputes or security audits.

Clause four: modifications of the terms and conditions

4.1 THE COMPANY reserves the right to modify, update, add or remove any provision of these terms and conditions, as well as the characteristics of THE SOFTWARE offered, at any time and at its sole discretion.

4.2 Unless the modifications are made for urgent legal or administrative reasons, THE COMPANY shall make reasonable efforts to notify THE USER of any material change at least thirty (30) calendar days in advance before such changes enter into force. Such notification shall be made by sending an email to the address linked to the USER's account or by means of a notice visible within the SOFTWARE platform.

4.3 The continued use of SOFTWARE or access to services after the date of entry into force of the amendments shall constitute the full and express acceptance by THE USER of the new terms and conditions. It is the responsibility of THE USER to periodically review these terms in order to keep informed of any update.

4.4 In case the USER does not agree with the proposed modifications, he or she has the right to terminate this contract and cancel his or her subscription before the date of entry into force of the new terms. The exercise of this right shall not exempt THE USER from payment of the obligations accrued prior to the date of termination.

Clause 5: object of the software and scope of services

5.1 The purpose of this contract is to grant a non-exclusive, limited and revocable right of use to EL SOFTWARE, whose main function is the comprehensive management of patient data in the field of medicine and mental health. SOFTWARE allows the administration of digital medical records, the organization of clinical practice information and the administrative support derived from the professional practice of EL USERO.

5.2 SOFTWARE integrates advanced tools designed to support professional activity, including the ability to suggest clinical advice, conduct automatic diagnostics based on the information provided, and generate technical and progress reports in an automated manner.

5.3 THE USER recognizes and accepts that SOFTWARE is a technological support and productivity tool for clinical documentation and management. Under no circumstances does SOFTWARE replace the clinical judgment, expertise or professional responsibility of THE USER, who retains technical autonomy at all times to validate, modify or rule out any result or suggestion generated by the system.

5.4 THE COMPANY undertakes to make its best efforts to maintain the availability of THE SOFTWARE and to provide technical support for the resolution of operational incidents. However, THE USER accepts that the service may occasionally be interrupted by scheduled maintenance work, security updates or technological infrastructure failures outside the direct control of THE COMPANY.

Clause six: eligibility and professional credentials

6.1 When registering for an account with EL SOFTWARE, THE USER declares and guarantees that he or she is at least eighteen (18) years old or of legal age in his or her jurisdiction of residence, whichever is greater. It is strictly prohibited for minors to use the platform.

6.2 The access and use of EL SOFTWARE is reserved exclusively for mental health professionals, psychologists or health institutions duly authorized for the exercise of their profession. THE USER guarantees that he has all the licenses, certifications, records and permits required by the competent authorities in his jurisdiction for the management of patients and the treatment of clinical data.

6.3 THE COMPANY does not assume the obligation to pro-actively validate the validity or veracity of the professional credentials of THE USER. It is the exclusive responsibility of THE USER to maintain its licences in force and to notify THE COMPANY immediately in the event of suspension, revocation or expiry of its professional qualification.

6.4 THE USER declares and guarantees that his activities and the use he gives EL SOFTWARE are lawful in all jurisdictions where he accesses or uses the service. THE USER exempts THE COMPANY from any liability arising from non-compliance with the local legal requirements applicable to his professional practice.

6.5 THE COMPANY reserves the right to immediately suspend or cancel the USER's account if it has reasonable grounds to believe that the USER does not meet the age, legal capacity or professional qualification requirements set out in this clause.

Clause seven: account registration and security

7.1 THE USER is solely responsible for maintaining the confidentiality of your username, password and any other authentication mechanism linked to your account. THE USER assumes full responsibility for all activities occurring under your account, whether authorized or not.

7.2 The sharing of user accounts between multiple natural persons is strictly prohibited. Each account is personal and non-transferable. The USER is obliged to create an individual profile for each partner or administrative staff within its ORGANISATION, respecting the technical limits of the contracted plan.

7.3 THE USER undertakes to notify THE COMPANY immediately, through official support channels, of any suspicion or knowledge of unauthorized use of its account, loss of credentials or any other security breach that may compromise the confidentiality of the data.

7.4 THE USER must use passwords that meet the minimum complexity requirements set by the platform. THE COMPANY recommends the periodic updating of these credentials and the use of two-factor (2FA) authentication mechanisms when available.

7.5 It is essential for THE USER to effectively close his session at the end of each working day or when the access device is beyond his direct control, in order to prevent unauthorized access by third parties.

8th clause: trial period and automatic contracting

8.1 THE COMPANY grants THE USER a free trial period of thirty (30) calendar days (hereinafter, TEST PERIOD) counted from the activation of the account upon completion of the registration process. It is not required to register a payment method to start the TEST PERIOD. The purpose of this period is to allow THE USER to evaluate the functionalities and suitability of THE SOFTWARE and SERVICE.

8.2 During the TEST PERIOD, THE USER may at any time register a valid and valid payment method through Stripe LLC, Stripe Payments Company and its affiliates providing services to consumers in the United States (hereinafter referred to as PAYMENT PROVIDER), in order to continue the service without interruption after completion of the test. THE USER acknowledges that, during this process, THE PAYER PROVIDER may perform a validity check or a minimum temporary retention which does not constitute an effective charge for the service.

8.3 At the end of the TEST PERIOD, if THE USER has registered a payment method, the contractual relationship will automatically become a subscription paid under the selected plan, proceeding THE COMPANY to carry out the charge for the first period (monthly or annual, according to the contracted modality) immediately and automatically, using the registered payment method, without the need for further notification or authorization by THE USER. If THE USER has not registered a payment method at the end of the test, the subscription will be paused and access to the operating functions of EL SOFTWARE will be suspended until THE USER registers a payment method, which will automatically reactivate the account.

8.4 During the TEST PERIOD there is no charge. The USER may cancel his account at any time before the 15th day expires to avoid automatic conversion to a paid subscription. The cancellation must be made through the configuration interface of EL SOFTWARE. Once the cancellation is made within the deadline, no charge will be processed, but access to the operating functions of EL SOFTWARE will cease immediately.

8.5 The TEST PERIOD is granted only once to each USER or ORGANISATION. It is strictly prohibited to register multiple accounts by the same holder or entity to evade payment of the subscription. THE COMPANY reserves the right to cancel any account that incurs these practices without notice.

Clause 9: model subscription and recurring invoicing

9.1 The service of EL SOFTWARE is provided under a monthly or annual subscription model, according to the cycle chosen by THE USER. The invoicing cycle starts on the calendar day on which the contract is perfected after the trial period, and the charge will be repeated automatically on the same date of each month or each consecutive year, according to the contracted modality (hereinafter the FACTURE DATE).

9.2 When contracting the service, THE USER expressly, permanently and irrevocably authorizes THE COMPANY (or its external payment processor) to carry out the automatic charge of the subscription price, applicable taxes and any costs derived from ADD-ONS contracted, using the payment method registered on the platform. This authorization shall remain in effect until the subscription is formally cancelled in accordance with the procedures set out in this contract.

9.3 Payment of the subscription is made for advanced periods to ensure availability and continuous access to THE SOFTWARE. THE USER is solely responsible for ensuring that the registered payment method has sufficient funds and remains in force (without expiration) to prevent the interruption of service.

9.4 THE USER expressly accepts that all invoices and tax vouchers relating to the provision of services are issued and delivered exclusively by electronic means through the platform or via the email linked to his account.

9.5 All prices and rates published on the COMPANY website are net and do not include the Value Added Tax (IVA) or other applicable local or federal taxes, which will be further disaggregated and charged according to the tax regulations in force in the respective jurisdiction.

Clause 10: payment provider and processing of financial information

10.1 All commercial transactions, subscription management and payment processing derived from THE SOFTWARE are performed exclusively through the PAYMENT PROVIDER.

10.2 THE USER recognizes and accepts that THE COMPANY does not collect, store, or have access on its servers to credit card numbers, security codes (CVV), expiration dates or any other sensitive financial information from THE USER. Such information is captured and processed directly by the PAYMENT PROVIDER under its own security and encryption standards. Similarly, the process of capturing and validating identity documents and biometrics is managed directly by THE PAYMENT PROVIDER. THE COMPANY does not have access to or store images of documents uploaded by THE USER, limiting itself to receiving only validation confirmation and basic identity data for the security record.

10.3 The processing of payments is governed exclusively by the terms of service and privacy policies of THE PAYMENT PROVIDER. The company assumes no liability for errors, processing failures, denials of transactions or security breaches that may occur within the technological infrastructure of the PAYMENT PROVIDER.

10.4 Any request for reimbursement or dispute of charge shall be channelled through the mechanisms provided for in THE SOFTWARE, but THE USER accepts that the technical execution and the time limits for the accreditation of such reimbursements are subject to the operating procedures of the PAYMENT PROVIDER and the issuing banking institutions with which THE USER works.

10.5 It is the sole responsibility of THE USER to manage the updating of your financial data within the platform, in order to avoid suspensions in the service due to non-payment.

First clause: additional service plans and functionalities (add-ons)

11.1 SOFTWARE offers different forms of subscription with specific technical limits. THE USER declares to know and accept the restrictions of the plan selected at the time of recruitment, which are detailed below:

INITIAL PLAN: For a fee of fifteen US dollars (USD 15.00) per month, it includes up to ten (10) active patients, ten gigabytes (10 GB) of data storage, six million (6,000,000) of Artificial Intelligence tokens (hereinafter referred to as AI) and fifty (50) messages through the WhatsApp messaging application per month.
EXPERT PLAN: For a fee of $35 (USD 35.00) per month, it includes unlimited patient capacity, thirty gigabytes (30 GB) of data storage, twenty-two million five hundred thousand (22,500,000) of AI tokens, one hundred sixty (160) messages through the WhatsApp messaging application per month and Google Calendar synchronization.

Both plans may be paid annually: the INITIAL PLAN for one hundred and fifty US dollars (USD 150.00) and the EXPERT PLAN for three hundred and fifty US dollars (USD 350.00) per year, equivalent to two (2) months free of charge in respect of the monthly rate. The payment modality (monthly or annual) is selected by THE USER and can be modified according to point 11.4.

11.2 Para efectos de este contrato, se entiende por “tokens” la unidad de medida de procesamiento de lenguaje utilizada por las herramientas de IA. EL USUARIO acepta que una vez agotado el límite mensual de tokens o mensajes incluidos en su plan, las funcionalidades operativas asociadas quedarán restringidas hasta el inicio del próximo ciclo de facturación, a menos que se adquieran excedentes o se realice un cambio de plan.

11.3 EL USUARIO podrá adquirir, a través de la tienda interna de la plataforma, recursos adicionales o funcionalidades complementarias denominadas “ADD-ONS”. La compra de estos recursos es directa y generará un cargo inmediato e independiente de la suscripción base, el cual será procesado bajo el mismo método de pago registrado en el PROVEEDOR DE PAGOS.

11.4 Change of plans

A. IMPROVE: The USER may request the change to a higher plan at any time. Such change will be effective immediately, applying the proportional charge for the tariff difference for the rest of the current invoicing period.
B. REDUCTION: The switch to a lower plan will be effective only at the end of the current invoicing cycle. THE USER is responsible for ensuring that their use of data and number of patients conforms to the limits of the new lower plan before the change date to avoid migration errors or loss of access to excess information.

The change in payment modality (monthly to annual, or annual to monthly) is governed by the same criteria: the move to a higher value commitment is applied immediately and prorated, while the move to a lower value one will become effective at the end of the current invoicing cycle.

Clause 10: amendment of tariffs and prices

12.1 THE COMPANY reserves the right to review and modify the rates of its subscription plans, ADD-ONS costs and any other charges associated with the services at any time, at its sole discretion. Such modifications shall not retroactively affect subscription periods that have already been invoiced and paid by THE USER.

12.2 Any increase or material change in prices shall be communicated to THE USER at least thirty (30) calendar days prior to the date of their next renewal of service. This notification shall be formally made through a message sent to the email address linked to the USER's account.

12.3 The new securities will enter into force and will be applied automatically in the invoicing cycle immediately after the 30 (30) days notification deadline. Making payment of the new rate or the failure to cancel the subscription after the notification will constitute the full acceptance of the new prices.

12.4 In the event that the USER does not accept the new notified rates, he may exercise his right not to renew the service or cancel his subscription before the entry into force of the changes, without this generating any right to compensation for any of THE PARTIES.

Clause XIII: right of repentance and reimbursement policy

13.1 THE COMPANY grants THE USER the right to repent of the contract during the course of the thirty (30) days trial period. The exercise of this right will be done by cancelling the subscription on the platform before the expiry of that period, which will ensure that no charge is charged. THE USER accepts that the trial period constitutes the sufficient and agreed time to exercise this right.

13.2 Once the trial period is over and the charge for the service is processed, the subscription fees and fees for ADD-ONS will be final and non-refundable. Payment ensures the availability of access to EL SOFTWARE for the period contracted in advance (monthly or annual).

13.3 Any technical management of exceptional collections and returns will be processed through the gateway of THE PAYMENT PROVIDER, in accordance with the provisions of the Tenth Clause. Cancellation of the subscription after the trial period will avoid future renewals, but will not entitle the refund of the amount of the current month.

13.4 In the event that the USER identifies a wrong or unrecognized charge, he undertakes to contact the technical support of THE COMPANY (soporte@brauni.io) to resolve the issue amicably before starting a dispute or chargeback process with your bank. THE COMPANY undertakes to review each case diligently.

13.5 The commencement of a bank dispute without prior notice shall enable THE COMPANY to temporarily suspend access to THE SOFTWARE while the investigation is resolved with the payment gateway, in order to protect the integrity of the disputed account and funds.

Clause fourteenth: infrastructure, accommodation and data security

14.1 THE COMPANY uses the services of Amazon Web Services (AWS) for the storage of databases and the operational execution of THE SOFTWARE. This infrastructure guarantees optimal levels of security, resilience and availability for the management of the clinical information of THE USER and his patients.

14.2 All data processed through SOFTWARE are hosted exclusively on servers located within the territory of the United States of America. THE USER gives his express consent for the transfer, processing and storage of its content in that jurisdiction by the use of the service.

14.3 With the aim of mitigating risks of loss of information and ensuring business continuity in the event of systemic failures, THE COMPANY maintains a multi-region storage configuration within the AWS infrastructure. This architecture allows data redundancy and efficient recovery.

14.4 THE COMPANY has implemented technical, physical and administrative safeguards designed to protect the integrity and confidentiality of data. However, THE USER recognizes that no electronic storage method is absolutely impregnable and that the use of the service is made at its own risk regarding vulnerabilities beyond the reasonable control of THE COMPANY.

14.5 In the event that THE COMPANY has confirmed knowledge of a security breach affecting the integrity of third party personal data or Protected Health Information, it undertakes to notify the affected USER as soon as possible through the email linked to its account. Such notification shall include the information available for THE USER, in his capacity as data controller, to make the relevant assessments and reports to the competent authorities if required by law.

14.6 SAFETY AND MONITORING: For purposes of security, fraud prevention and regulatory compliance, THE COMPANY records and monitors the access metadata, sessions and activity of the account (through audit records and mechanisms for detecting abnormal access to clinical information), without accessing clinical content for these purposes. These records are maintained and processed in accordance with the Privacy Policy.

14.7 PROTECTION ACTIONS: Faced with indications of unauthorized access, commitment of credentials or risk to the integrity of the data, THE COMPANY may adopt, automatically or manually, containment measures such as the revocation of active sessions, the temporary blocking of the account and the forced re-establishment of the password or authentication factors (2FA), notifying THE USER where appropriate. These measures are intended to protect the integrity and confidentiality of the data and do not generate any liability or right to compensation in favour of THE USER.

Clause 15: processing of data and artificial intelligence

15.1 THE PARTIES acknowledge that, with regard to the processing of PATIENTS' DATA, THE USER acts as Data Controller and THE COMPANY acts strictly as Data Processor. THE COMPANY shall process such information only in accordance with the instructions of THE USER and for the specific purposes of providing the services.

15.2 THE COMPANY guarantees that PATIENTS DATA entered into SOFTWARE are treated privately and confidentially. It is expressly stated that neither THE COMPANY nor its infrastructure providers (AWS and Google) will process, use or analyze clinical or personal data for the training of their own Artificial Intelligence models, machine learning or any other third-party algorithm enhancement technology.

15.3 The AI tools integrated into SOFTWARE function as real-time information processors to generate suggestions and reports for THE USER. These processes are executed under encryption protocols and the results are the exclusive property of THE USER as part of the patient's medical records.

15.4 Without prejudice to the above, THE USER authorises THE COMPANY to use metadata for use and diagnostic data in a strictly anonymised manner (which does not identify the holder) for the purpose of benchmarking studies, public statistical reports or technical improvements in the operation of EL SOFTWARE.

15.5 THE USER acknowledges and accepts that the provision of SOFTWARE services depends intrinsically on the infrastructure, connectivity and cloud computing services provided by third parties, specifically Amazon Web Services (AWS) and Google (hereinafter referred to as INFRASTRUCTURE PROVIDERS).

15.6 THE COMPANY shall not, under any circumstances, be liable for damages, damages, loss of data, service interruptions or security failures arising from:

A. Systemic failures, network failures or interruptions in data centres of INFRASTRUCTURE PROVIDERS.
B. Processing errors, technical negligence or security vulnerabilities detected on AWS or Google platforms.
C. Unscheduled maintenance events, natural disasters (force majeure) or cybersecurity incidents directly affecting such third parties.

15.7 THE COMPANY does not guarantee that SOFTWARE will operate uninterruptedly or free of errors arising from interaction with INFRASTRUCTURE PROVIDERS. The responsibility of THE COMPANY is limited exclusively to making reasonable commercial efforts to manage the resolution of incidents with such suppliers and to restore the service as soon as possible.

15.8 Since THE COMPANY does not exercise physical or operational control over AWS servers or Google tools, THE USER expressly declines to claim from THE COMPANY any compensation for loss of profits, emergent damage or civil liability arising from faults in the infrastructure of these third parties.

15.9 USER CONTENT: SOFTWARE allows the USER to upload files, documents, manuals, texts and images of his or her choice (hereinafter the USER CONTENT) for use as reference material and as a context of integrated Artificial Intelligence tools. THE USER declares and guarantees, under his or her sole responsibility, that he or she holds intellectual property rights over such content, or that he or she has the licenses, authorizations or legal exceptions necessary for its loading and use within the framework of THE SOFTWARE.

15.10 THE COMPANY acts as a mere technical host of the USER CONTENT: it does not review, edit, publish, distribute or commercially exploit it, and it remains accessible only to THE USER who charged it, without sharing it with other users or third parties. Consequently, THE COMPANY assumes no liability, directly or indirectly, for infringements of intellectual or industrial property rights, copyrights, image rights, trade secrets or rights of any other nature that may arise from the USER CONTENT loaded on the platform.

15.11 THE USER shall, in accordance with the terms of Clause Twenty-Third, keep the COMPANY free from any claim, complaint or action by third parties based on the USER CONTENT. THE COMPANY reserves the right to remove content and/or suspend cargo functionality before a credible claim of ownership of rights or a legitimate request from the competent authority, without this generating any right to compensation, compensation or reimbursement in favour of THE USER.

Section 16: Discharge, non-payment and data recovery

16.1 In the event that THE USER decides to cancel its subscription on a voluntary basis, access to the operational functions of EL SOFTWARE will cease at the end of the paid period (monthly or annual, according to the contracted modality). From the effective date of termination, a period of ninety (90) calendar days for the recovery of the information will begin.

16.2 In the event of a default event, whether due to rejection of the credit card, insufficient funds or expired payment methods, THE COMPANY will grant a grace period. For a period of ninety (90) days counted from the first failed collection attempt, THE USER will maintain restricted access to your account only for the consultation and reading of the existing data, and the operating functions of the software, such as the creation of new files, use of AI tools or messaging, are disabled.

16.3 In the event of both voluntary cancellation and default termination, THE USER will have a maximum period of 90 (90) days to recover or export his PATIENTS' DATA using the export tools available on the platform. Once this deadline has elapsed, THE COMPANY will proceed to the safe and irreversible removal of all server information, in accordance with its data retention policies.

16.4 THE USER acknowledges that SOFTWARE is not a perpetual file storage service or a backup service. It is the sole responsibility of THE USER to make external and periodic backups of his information. THE COMPANY shall under no circumstances be liable for the loss of data resulting from the USER's inaction during the deadlines set herein.

16.5 With respect to the functionalities mentioned in Clause Five, THE COMPANY assumes no responsibility for the clinical decisions, diagnoses or reports generated in whole or in part by THE SOFTWARE. THE USER accepts that the use of these tools is at its own risk and that the results must be validated by a qualified human professional.

16.6 At the end of the 90-day period provided for in the preceding paragraphs, THE COMPANY shall have no obligation to maintain, retain or facilitate access to PATIENTS' DATA. After that period, the technical and definitive deletion of the information shall be carried out, which shall make it impossible to attempt to recover any further information.

16.7 During the 90-day recovery period, THE USER must use the autonomous export tools integrated into EL SOFTWARE.

16.8 THE COMPANY guarantees that the export of data will take place in standard and compatible formats (such as CSV, PDF or similar) available on the platform at the time of request. However, THE COMPANY assumes no responsibility for the incompatibility of such files with third party systems or for the loss of data integrity if the export is partially or incorrectly carried out by THE USER.

16.9 The termination of the contract, for any reason, shall not exempt THE USER from its obligation to pay for any outstanding balance of services already accrued, ADD-ONS used or charges for excess resources generated prior to the effective date of withdrawal.

16.10 For all purposes related to data recovery, post-cancellation technical support or doubts about the definitive deletion process, the email address is established as a valid communication channel soporte@brauni.io.

17th clause: ethical and legal compliance in data management

17.1 THE USER undertakes an inalienable commitment to manage PATIENTS' DATA in strict accordance with the health laws, personal data protection regulations and the professional ethics standards applicable in its exercise jurisdiction.

17.2 En el supuesto de que la práctica profesional de EL USUARIO esté sujeta a la normativa federal de los Estados Unidos denominada Health Insurance Portability and Accountability Act (HIPAA), LA EMPRESA garantiza que el uso de EL SOFTWARE se realizará bajo una configuración “HIPAA-ready”. EL USUARIO es el único responsable de configurar los controles de acceso y de seguridad necesarios para cumplir con dicha legislación.

17.3 THE USER declares and guarantees that he has all informed consents and legal authorizations from his patients for the loading, processing and storage of his information in EL SOFTWARE. THE COMPANY shall under no circumstances be liable for the illegal collection of data or for the lack of a legal basis for the treatment of clinical information.

17.4 The fulfilment of the duties of professional secrecy, medical confidentiality and custody of the clinical record rests exclusively with THE USER. THE SOFTWARE is provided only as a technical means of support; therefore, any unauthorized disclosure of data resulting from the negligence or ethical breach of THE USER shall be his full responsibility.

17.5 Faced with any technical doubts about compliance with data management security standards, THE USER may direct your queries to email soporte@brauni.io, without that the response of THE COMPANY constitutes legal advice or exempts the USER from its obligations of normative compliance.

Eighteenth clause: technical limitations and operational capacity

18.1 The use of THE SOFTWARE by THE USER is subject to the technical restrictions and limits defined for each subscription plan, which are exhaustively detailed on the official website of THE COMPANY. These limits include, in an enunciative but not limiting manner, the maximum number of active patients, the data storage capacity and the volume of processing of Artificial Intelligence measured in tokens.

18.2 THE USER acknowledges that the availability of the functionalities of THE SOFTWARE depends on the maintenance of its consumption within the parameters set out in its current plan. Once any of the technical limits mentioned (v.gr., the patient quota or the quota of AI tokens) are reached, the system may automatically restrict the creation of new records or the execution of additional processes until the start of the next invoicing cycle or until a change to a higher plan is made.

18.3 THE USER accepts that Artificial Intelligence tokens and communication messages (WhatsApp) are not cumulative between monthly periods. The balance of unused resources at the end of the invoicing cycle will be lost, without this generating the right to reimbursements, credits or compensations of any kind in favor of THE USER.

18.4 THE COMPANY reserves the right to periodically audit the volume of data and the use of account resources to ensure compliance with the limits of the contracted plan. If a use exceeding the technical capabilities is detected or violates the principle of responsible use, THE COMPANY may notify THE USER for the adjustment of its subscription or proceed to the invoicing of surplus according to the current rate.

18.5 Any consultation or impact related to the technical scope of the plans or the request for extension of specific limits should be addressed to e-mail soporte@brauni.io,where the technical feasibility of the application will be assessed.

19th clause: restrictions on use and prohibited conduct

19.1 Exclusive Ownership: THE USER recognizes and accepts that THE COMPANY is the sole and exclusive holder of all rights, titles and interests over THE SOFTWARE, including, in an enunciative but not limiting manner: the code, graphic interfaces, artificial intelligence algorithms, databases, designs, structures, and any improvement or derivative thereof. This contract does not constitute a sale, but the granting of a limited, revocable and non-exclusive license.

19.2 Protección de Marcas: Los nombres “MAJILY”, “MAJILY LLC”, “BRAUNI”, “BRAUNI.IO” y sus logotipos, eslóganes y cualquier otro signo distintivo utilizado en la plataforma son marcas comerciales propiedad de LA EMPRESA. EL USUARIO no tiene derecho a utilizar dichas marcas para fines comerciales propios, ni de ninguna forma que pueda generar confusión sobre el origen de los servicios o que diluya el prestigio de la marca.

19.3 Copyright: THE SOFTWARE and all materials contained in it (texts, graphics, icons of buttons, images and audio/video clips) are protected by the intellectual property laws of the United States and international treaties. The reproduction, modification, distribution or public communication of any element of the platform without express and written authorization of THE COMPANY is strictly prohibited.

19.4 Infringement Content: It is strictly prohibited to upload to THE SOFTWARE content that infringes intellectual or industrial property rights of third parties, which has been obtained unlawfully, or whose use is not protected by an applicable license, authorization or legal exception. Failure to comply with this prohibition constitutes a cause of suspension or termination of the account under this contract, the USER being solely responsible to third parties under the terms of the Tenth and Twenty-Third Clauses.

20th clause: exemption from clinical and professional liability

20.1 THE USER recognizes and accepts that SOFTWARE is exclusively a technological tool of administrative, organizational and data processing support for professional practice. Under no circumstances does SOFTWARE, nor the functions of Artificial Intelligence integrated in it, constitute the provision of health services, medical advice, psychiatric diagnosis or psychological therapy by THE COMPANY.

20.2 The final diagnosis, the determination of treatments, the prescription of drugs (if applied), the risk assessment (including the risk of suicide or harm to third parties) and any clinical decision are the sole, exclusive and indelible responsibility of THE USER. THE USER retains at all times his technical and professional autonomy to validate, correct, supplement or rule out any suggestion, draft report or analysis generated by the Artificial Intelligence of the platform.

20.3 THE COMPANY does not guarantee the accuracy, completeness or clinical suitability of the results produced by EL SOFTWARE algorithms. THE USER accepts that language and data processing models can generate inaccurate or incomplete results, and is obliged to carry out a thorough human review of any document or note before incorporating it into the patient's official record or delivering it to third parties.

20.4 THE USER assumes all civil, criminal and ethical liability arising from the use of the platform's suggestions in its professional practice. THE COMPANY shall not be liable for errors of diagnosis, malpractice, omissions of treatment or any direct or indirect harm suffered by a patient as a result of decisions made by THE USER, even if such decisions are based on information processed by THE SOFTWARE.

20.5 The use of THE SOFTWARE does not replace the training, expertise or legal and ethical obligations of THE USER in its jurisdiction. THE USER exempts THE COMPANY, its managers and employees from any complaints, demands or administrative sanctions arising from their professional exercise or from the management of the medical-patient relationship.

Clause twenty-first: exemption from guarantees and technical availability

21.1 EL SOFTWARE Y TODOS LOS SERVICIOS ASOCIADOS SE PROPORCIONAN “TAL CUAL SON” (EN ADELANTE, AS IS) Y “SEGÚN DISPONIBILIDAD” (EN ADELANTE, AS AVAILABLE), SIN GARANTÍAS DE NINGÚN TIPO, YA SEAN EXPRESAS O IMPLÍCITAS. LA EMPRESA NO GARANTIZA QUE EL FUNCIONAMIENTO DE LA PLATAFORMA SEA ININTERRUMPIDO, LIBRE DE ERRORES, SEGURO O QUE CUMPLA CON LOS REQUISITOS ESPECÍFICOS O EXPECTATIVAS DE EL USUARIO.

21.2 the company is exempt from liability for interruptions, suspensions or service failures arising from:

A. Infrastructure failures of infrastructure providers (AWS, google or similar), including server breakdowns or loss of connectivity in their data centres.
B. Problems of internet connectivity, failures in telecommunications networks, power supply or malfunctioning of the hardware or software of the device from which the user accesses.
C. Scheduled maintenance, security upgrades required for system integrity or emergency repairs.

21.3 the user accepts that the use of any material downloaded or obtained through the software is done at his own discretion and risk. The company shall not be responsible for any damage caused to the user's computer system or for the loss of data resulting from the downloading of such material or from interaction with the platform.

21.4 the company does not guarantee that the software is free of viruses, harmful components or security vulnerabilities unknown at the time of the provision of the service. It is the responsibility of the user to implement his own perimeter security and antivirus measures in his work equipment.

21.5 THE ELECTRONIC CORREE SOPORTE@BRAUNI. IO Will be the channel for reporting technical incidents, but receiving a report does not imply a guarantee of immediate resolution or the right to compensation for the platform's downtime.

Clause twenty-second: limit of economic responsibility

22.1 to the maximum extent permitted by applicable law, the total, aggregate and cumulative liability of the company, its directors, employees, agents and suppliers, for any claim, claim, damage, loss or legal action arising from this contract, from the use of the software or from the provision of services, whether for contractual, non-contractual liability (including negligence), guarantee or any other legal theory, shall be limited to the total amount actually paid by the user to the company as a subscription during the twelve (12) months immediately preceding the event giving rise to the claim, plus the interests agreed by the parties to that effect.

22.2 Under no circumstances shall the company be liable to the user or to third parties for indirect, incidental, special, punitive, exemplary or consequential damages, including in an enunciative but not limiting manner: loss of profits or loss of profits, loss of income, interruption of business, loss of patient data, damage to professional reputation or costs of acquisition of substitute services, even if the company had been warned of the possibility of such damages.

22.3 the user recognizes and accepts that the liability limitations set out in this clause are fundamental elements of the basis of the agreement between the parties and that, without such limitations, the software subscription fees would be substantially higher.

22.4 Any legal action or legal claim arising out of this contract shall be brought by the user within two (2) years of the date on which the event that gave rise to the action occurred. The course of that period shall operate as the user's expiry and definitive renunciation to exercise any claim for that purpose.

Clause twenty-third: compensation and defence guarantees

23.1 THE USER undertakes to defend, indemnify and maintain the COMPANY, as well as its directors, employees, consultants and agents, against any claim, claim, legal action, loss, damage, liability, cost or expense (including reasonable attorney fees and legal costs) arising out of or related to:

A. The improper or negligent use of SOFTWARE by THE USER or his collaborators.
B. Any violation by THE USER of data protection laws, privacy or health regulations (such as HIPAA or other premises) in the management of PATIENTS' DATA.
C. Claims by third parties (including USER patients) arising from diagnostic errors, professional malpractices or confidentiality breaches attributable to the conduct of THE USER.
D. Failure to comply with any declaration, guarantee or obligation under this contract.

23.2 In the event that THE COMPANY is notified of a judicial or extrajudicial complaint covered by this clause, it shall inform THE USER as soon as possible through the email registered on the platform. THE USER shall assume, at his sole office, the legal defense of THE COMPANY, reserving THE COMPANY the right to participate in such defence with his own lawyers and in charge of THE USER in the event of a conflict of interest.

23.3 THE USER may not accept any transaction, agreement or arrangement involving an admission of responsibility or an economic obligation on the part of THE COMPANY without the prior written consent of the latter.

23.4 The obligation of compensation provided for in this clause shall survive the termination, cancellation or expiration of this contract for a period of five (5) years, or until the corresponding legal actions are prescribed in accordance with applicable law.

23.5 For any coordination related to legal proceedings or defense notices, the channel of communication shall be the address soporte@brauni.io.

Clause twenty-fourth: fortuitous case and force majeure

24.1 THE COMPANY shall not be liable for non-compliance, default or defective performance of its obligations when these arise from events of Fortuitous Case or Force Majeure, in accordance with applicable law and general principles of law.

24.2 Fortuitous Case means events that, occurring within the scope of the technical activity of THE COMPANY, are of an unforeseeable nature or, having been foreseen, were inevitable. This includes, in an enunciative manner, critical and unpublished failures in the software, systemic errors of hardware not detectable by preventive maintenance and any other technical anomaly that exceeds the standards of diligence of the industry.

24.3 Force majeure means acts external to the will of THE COMPANY which are irresistible and prevent the execution of the services.

Natural disasters, earthquakes, fires, floods and extreme weather events.
Acts of war, terrorism, civil unrest, general public service strikes or mass sabotage.
Massive failures in the global internet infrastructure or in the national electricity supply.
Acts, laws, decrees or restrictions of any government authority that limit or prohibit the use of technologies used in SOFTWARE.

24.4 The occurrence of any of these events will suspend the obligations of THE COMPANY for the duration of the interruption. THE COMPANY undertakes to inform THE USER about the situation through registered email or notices on the platform, provided that the technical media allows.

24.5 Under no circumstances shall THE COMPANY be obliged to indemnify THE USER for damage, loss of profits or loss of information that has its direct or indirect cause at events of Case of Fortuitus or Force Major.

24.6 If the interruption event lasts for more than ten (10) days, THE COMPANY may terminate the contract without penalty, guaranteeing THE USER the possibility of recovering his data to the extent that the technical situation permits.

Clause twenty-fifth: applicable law and jurisdiction

25.1 This contract, its interpretation, validity and performance shall be governed and interpreted exclusively in accordance with the provisions of these terms and conditions. Subpleatively, for anything that was not the subject of an agreement to the contrary, this contract shall be interpreted, executed and governed in accordance with the laws of the State of Wyoming, United States of America.

25.2 For the resolution of any dispute, dispute or claim arising out of or related to these terms and conditions, or non-compliance with them, THE PARTIES agree to submit themselves to the personal and exclusive jurisdiction of the state and federal courts located in Laramie County, Wyoming.

25.3 THE PARTIES expressly waive any other jurisdiction that may fall within their jurisdiction by reason of their present or future domicile or for any other cause.

25.4 If any provision of this contract is declared void, unlawful or inapplicable by a competent court, the other provisions shall remain in full force and effect, and the provision concerned shall be amended to reflect the original intention of the parties as closely as possible under the law.

Clause twenty-sixth: final provisions

26.1 The failure of THE COMPANY to demand strict compliance with any term of this contract shall not be considered a waiver of its rights nor shall it prevent it from requiring such performance in the future.

26.2 For any legal matter related to these terms, the official channel of communication shall be soporte@brauni.io.

Terms and Conditions