VVerigage

VERIGAGE - TERMS OF SERVICE

https://verigage.ai/terms

Last Updated: August 6, 2026

1. Acceptance

By accessing or using the Verigage platform at verigage.ai (the "Platform"), you agree to these Terms of Service ("Terms") and our Privacy Policy. If you are accessing the Platform on behalf of an organization, you represent that you have authority to bind that organization. If you do not agree, do not use the Platform.

Your organization's use of the Platform is also governed by a Platform Subscription Agreement ("PSA") between your organization and Verigage LLC. If these Terms conflict with the PSA, the PSA controls.

2. The Platform

Verigage is an AI-powered compliance platform that assists life sciences companies in managing healthcare professional (HCP) engagement workflows. The Platform provides compliance risk assessments, fair market value analyses, and audit trail management to support your organization's compliance operations.

3. Accounts and Access

You must register for an account to use the Platform. You agree to provide accurate information, keep your credentials confidential, use multi-factor authentication where available, and notify us immediately at support@verigage.ai if you suspect unauthorized access. You are responsible for all activity under your account.

Your access is provisioned by your organization's administrator. Verigage may rely on administrator instructions regarding user permissions, access levels, and account status.

4. AI Features and Human Review

4.1 Advisory Only. The Platform uses artificial intelligence to generate compliance analyses, risk assessments, FMV evaluations, and other outputs ("AI Output"). All AI Output is advisory only. The Platform does not make compliance decisions, does not provide legal advice, and does not replace the judgment of qualified compliance, legal, or regulatory professionals. AI Output is generated by probabilistic systems and may be incomplete, inaccurate, or unsuitable for your specific circumstances. The absence of an AI-generated observation, flag, or analysis regarding any content is not a representation, determination, or assurance by Verigage that the content is compliant, accurate, or free of issues. You may not rely on the absence of AI Output as a compliance determination of any kind.

4.2 Human Review Required. You must review all AI Output before relying on it, communicating it to others, or recording it as a final compliance determination. The Platform is designed so that no AI-generated analysis becomes a compliance decision without your affirmative action. You are solely responsible for all compliance decisions you make using the Platform.

4.3 No Fully Automated Decisions. The Platform does not make fully automated decisions regarding HCP approvals, compensation determinations, or compliance outcomes. All such decisions require human review and approval through the Platform's workflow.

4.4 Model Changes. Verigage may modify, update, or replace the AI systems, models, and providers used to generate AI Output at any time. Verigage does not warrant that AI Output will be consistent across model versions, sessions, or substantially similar inputs.

5. Acceptable Use

You agree not to:

(a) use the Platform for any unlawful purpose or in violation of your organization's compliance policies;

(b) upload protected health information (PHI) as defined under HIPAA, patient-level clinical data, Social Security numbers, financial account numbers, or payment card data;

(c) reverse engineer, decompile, or attempt to extract source code, prompts, model weights, or algorithms from the Platform;

(d) use AI Output, Platform data, or metadata to train, fine-tune, or improve any external AI or machine learning model;

(e) use the Platform to build or improve a competing product or for competitive benchmarking;

(f) circumvent security controls, access controls, or usage limits;

(g) transmit malicious code, conduct unauthorized testing, or interfere with Platform operations;

(h) share your account credentials or allow unauthorized individuals to access the Platform; or

(i) represent any AI Output to any third party, regulator, or governmental authority as legal advice, a compliance determination made by Verigage, or a compliance certification issued by Verigage.

HCP professional information (names, titles, affiliations, specialties, compensation rates) processed in the context of engagement compliance review is permitted data and does not constitute prohibited data under section (b) above.

6. Your Data

Data you submit to the Platform is governed by the PSA between your organization and Verigage. You should not submit data to the Platform that your organization has not authorized you to submit. Verigage's handling of personal data is described in our Privacy Policy at verigage.ai/privacy.

7. Intellectual Property

Verigage LLC owns all rights in the Platform, including its software, AI models, prompts, workflows, designs, documentation, and trademarks. These Terms do not grant you any ownership interest in the Platform. You may use AI Output for your organization's internal compliance purposes as permitted by the PSA. You may not copy, modify, distribute, or create derivative works from the Platform or its components.

8. Disclaimer of Warranties

THE PLATFORM AND ALL AI OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE." VERIGAGE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. VERIGAGE DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION, OR THE ACCURACY OR COMPLETENESS OF ANY AI OUTPUT. AI OUTPUT IS NOT A SUBSTITUTE FOR QUALIFIED PROFESSIONAL JUDGMENT.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VERIGAGE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE PLATFORM. VERIGAGE'S TOTAL LIABILITY TO YOU WILL NOT EXCEED THE FEES YOUR ORGANIZATION PAID TO VERIGAGE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY.

10. Termination

Your access to the Platform may be suspended or terminated by your organization's administrator, by Verigage for violation of these Terms, or upon termination of the PSA between your organization and Verigage. Upon termination, your right to access the Platform ends. Sections 4, 7, 8, 9, and 11 survive termination.

11. General

11.1 Changes. Verigage may update these Terms by posting a revised version at verigage.ai/terms with at least thirty (30) days' notice for material changes (via email or Platform notification). Continued use after the effective date of changes constitutes acceptance.

11.2 Governing Law. These Terms are governed by Delaware law, without conflict of laws rules. Exclusive jurisdiction in New Castle County, Delaware.

11.3 Entire Agreement. These Terms, together with the Privacy Policy and the PSA, constitute the entire agreement regarding your use of the Platform.

11.4 Contact. Questions about these Terms: legal@verigage.ai