Terms of Service

Optiq is built for use by organizations that handle confidential client or patient work (“Customers”), including law firms, financial advisory practices, therapy and coaching practices, consulting firms, and healthcare providers, practices, hospitals, and care teams, and by the individual members of those organizations (“Users”) who are invited to an Optiq account. If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind that organization, and “you” refers to that organization as well as any Users it invites.

The Service is intended for use by adults acting in a professional capacity. You must be at least 18 years old to create an account.

Optiq is a private, local-first desktop application that provides chat, dictation, meeting notes, and an AI agent for professionals who handle confidential client work. Notes, recordings, transcripts, and agent memory are stored locally on the device by default. When a feature requires AI model inference, the relevant request is routed through a confidential backend as described in our Privacy Policy and Security page.

Optiq is currently offered in private beta. Features, availability, and pricing are subject to change, and the Service is provided on an “as is” and “as available” basis during this period, as described further in Section 9.

• An organization (a firm, practice, or team) creates an Optiq account and invites Users as members.
• Each User is responsible for maintaining the confidentiality of their own login credentials and for all activity that occurs under their account.
• The organization is responsible for managing which individuals it invites and for promptly removing access for Users who leave the organization or should no longer have access.
• You agree to provide accurate registration information and to keep it up to date.
• You must notify us promptly at the email address below if you become aware of any unauthorized access to or use of an Optiq account.

Access to Optiq is billed per seat to the organization that creates the account. There is no separate per-request charge for using chat, dictation, or the agent. Specific plan tiers, including Enterprise plans with additional controls such as bringing your own model provider key, are described at the time of purchase or in a separate order form.

• Fees are billed in advance on a recurring basis for the plan period selected at signup, unless otherwise agreed in writing.
• Except where required by law or expressly stated otherwise, fees are non-refundable.
• We may change our pricing on a going-forward basis with reasonable notice before it applies to your next billing period.
• You are responsible for any taxes associated with your subscription, other than taxes based on our net income.

You agree not to, and not to permit others to:

• Use the Service in violation of any applicable law or regulation, including healthcare, financial services, legal, data protection, or other professional licensing requirements that apply to you;
• Attempt to access another organization's account, data, or infrastructure without authorization;
• Reverse engineer, decompile, or attempt to extract the source code of the Service, except to the extent that restriction is prohibited by applicable law;
• Use the Service to build a competing product, or to train a competing AI model on outputs derived from the Service;
• Interfere with or disrupt the integrity or performance of the Service, including through unauthorized automated access; or
• Upload or process content you do not have the right to use, or that infringes the rights of any third party.

“Customer Content” means the notes, transcripts, recordings, prompts, files, and other content you or your organization create, upload, or generate using the Service. As between you and Optiq, you retain all ownership rights in your Customer Content.

You grant us a limited license to access, process, and transmit Customer Content solely as necessary to provide, maintain, secure, and support the Service, including routing requests to model providers as described in our Privacy Policy. This license ends when the relevant Customer Content is deleted, subject to the retention terms in our Privacy Policy.

You are solely responsible for Customer Content, including obtaining any consents required from patients, clients, or other individuals before recording, transcribing, or processing their information through the Service.

Optiq uses AI models to draft notes, transcripts, summaries, and other outputs (“AI Outputs”). AI Outputs may be incomplete, inaccurate, or contain errors, and are provided as a drafting aid only.

• AI Outputs are not a substitute for your own independent professional judgment, whether that is clinical judgment, legal judgment, fiduciary or financial advice, or another professional standard that applies to your work.
• Optiq is not a medical device, and is not intended to diagnose, treat, cure, or prevent any disease or condition. If your work is subject to specific professional or regulatory standards, such as clinical, legal, or fiduciary duties, those standards apply to your use of AI Outputs in the same way they apply to any other tool or draft you produce.
• You are solely responsible for reviewing, editing, and verifying any AI Output before relying on it, entering it into a client or patient record, or acting on it in connection with client or patient care.

The Service relies on third-party model providers and, where you choose to enable them, third-party integrations such as Google Workspace, Slack, or Linear. Your use of those integrations is also subject to the applicable third party's own terms. We are not responsible for the availability or performance of third-party services we do not control.

Optiq is currently offered in private beta. During this period:

• Features may be added, changed, or removed without notice;
• We do not guarantee any particular level of uptime or availability;
• You should not rely on Optiq as your sole system of record for clinical, legal, financial, or other professional documentation without an independent backup process; and
• We may request feedback and may use aggregated, de-identified feedback to improve the Service.

Optiq and its licensors retain all right, title, and interest in and to the Service, including the software, branding, and documentation, excluding your Customer Content. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service during your subscription term, solely for your internal business purposes.

Each party may have access to non-public information of the other party in connection with the Service (“Confidential Information”). Each party agrees to use the other party's Confidential Information only as necessary to perform under these Terms, and to protect it using at least the same degree of care it uses to protect its own confidential information of similar importance, and no less than reasonable care.

Except as expressly stated in these Terms, the Service is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, error-free, or completely secure, or that AI Outputs will be accurate or complete.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or related to these Terms or the Service, even if advised of the possibility of such damages.

To the maximum extent permitted by law, each party's total liability arising out of or related to these Terms will not exceed the amount paid by you to us for the Service in the twelve (12) months preceding the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for gross negligence, willful misconduct, or death or personal injury caused by a party's negligence.

You agree to indemnify and hold Optiq harmless from any claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of your Customer Content, your use of the Service in violation of these Terms, or your violation of applicable law, including your failure to obtain any consent required to process an individual's information through the Service.

• These Terms remain in effect for as long as you have an active account or otherwise use the Service.
• You may cancel your subscription at any time; cancellation takes effect at the end of the then-current billing period unless otherwise stated at signup.
• We may suspend or terminate your access if you materially breach these Terms and do not cure that breach within a reasonable period after notice, or immediately if necessary to protect the security or integrity of the Service.
• Upon termination, your right to access the Service ends. Local Customer Content stored on your own devices remains yours and is not affected by termination; we will handle any Customer Content held by us in accordance with our Privacy Policy.

We may update these Terms from time to time. If we make material changes, we will provide reasonable notice, such as by email or an in-app notice, before the changes take effect. Continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

These Terms are governed by the laws of the Republic of South Africa, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms or the Service will be subject to the exclusive jurisdiction of the courts of Gauteng, South Africa, and each party consents to that jurisdiction and venue.

• These Terms, together with our Privacy Policy, constitute the entire agreement between you and Optiq regarding the Service, and supersede any prior agreements on this subject.
• If any provision of these Terms is found unenforceable, the remaining provisions will remain in full effect.
• You may not assign these Terms without our prior written consent; we may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Our failure to enforce any provision of these Terms is not a waiver of our right to do so later.