Terms of Use

Last Updated: September 25, 2026

These Terms of Use (“Terms”) govern your access to and use of the websites, software platforms, applications, portals, products, features, and related services provided by Assistly Care Inc., a Delaware corporation (“Assistly,” “we,” “us,” or “our”), including assistly.care and assistly.live (collectively, the “Services”).

By accessing or using the Services, creating an account, or otherwise indicating your acceptance of these Terms, you agree to be bound by these Terms and our Privacy Policy.

If you use the Services on behalf of a company, senior care facility, home care agency, healthcare provider, or other organization, you represent that you have authority to accept these Terms on behalf of that organization.

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

Assistly provides technology solutions designed to support senior care providers and related organizations with operational and care-related workflows, which may include:

• Resident or client management;
• Scheduling and workforce management;
• Clock-in and attendance functionality;
• Clinical and care documentation;
• Medication and care-related workflows;
• Compliance management;
• Billing and administrative functions;
• Reporting and analytics;
• Family and authorized-user communications;
• Document and records management;
• Workflow automation;
• Artificial intelligence and automated features; and
• Other functionality made available by Assistly from time to time.

The specific Services available to a customer may depend on the customer’s subscription, order form, statement of work, or other agreement with Assistly.

You may use the Services only if you are legally capable of entering into a binding agreement and are authorized to use the applicable account.

Customer organizations are responsible for identifying and authorizing individuals who may access their accounts.

You may not allow another person to use your login credentials or access the Services using another person’s credentials.

Certain Services require an account.

You agree to:

• Provide accurate and current account information;
• Maintain the confidentiality of your login credentials;
• Use reasonable safeguards to prevent unauthorized access;
• Promptly notify Assistly of suspected unauthorized use or security incidents involving your account; and
• Accept responsibility for activity occurring through your account to the extent permitted by applicable law.

Assistly may require authentication, multi-factor authentication, password changes, or other security measures.

Customers and authorized users are responsible for:

• Ensuring that information submitted to the Services is accurate and lawfully obtained;
• Obtaining any authorizations, permissions, or consents required for information submitted to Assistly;
• Managing authorized users and access permissions;
• Maintaining appropriate administrative and operational procedures;
• Determining whether information generated through the Services is appropriate for the customer’s intended use;
• Complying with laws and regulations applicable to the customer’s operations; and
• Ensuring that qualified personnel review information where professional judgment is required.

Customers remain responsible for their care, clinical, staffing, operational, billing, compliance, and other business decisions.

Assistly is a technology provider.

Unless expressly agreed otherwise in writing, Assistly does not provide medical advice, diagnosis, treatment, nursing services, clinical services, or other professional healthcare services.

The Services may assist users with documentation, workflows, reminders, information management, operational processes, or decision support. Such functionality is not a substitute for the independent professional judgment of appropriately qualified healthcare professionals.

Customers and authorized users are responsible for reviewing relevant information and making all clinical, care, medication, treatment, safety, and other professional decisions.

If there is a medical emergency, users should contact appropriate emergency services and should not rely on the Services as an emergency response system.

Certain Services may use artificial intelligence, machine learning, automation, predictive technologies, or similar functionality (“AI Features”).

AI Features may generate recommendations, summaries, alerts, classifications, predictions, reports, documentation, or other outputs based on information available to the Services.

AI-generated output may contain errors, omissions, inaccuracies, or incomplete information.

You are responsible for reviewing AI-generated output before relying upon or acting on it, particularly where the output relates to resident care, health, safety, medication, compliance, billing, staffing, or other consequential matters.

Assistly does not represent that AI-generated output constitutes medical, legal, financial, or other professional advice.

Certain customers may use the Services to create, receive, maintain, or transmit information that constitutes Protected Health Information (“PHI”) under the Health Insurance Portability and Accountability Act (“HIPAA”).

Where Assistly acts as a Business Associate under HIPAA, Assistly’s handling of PHI will also be governed by an applicable Business Associate Agreement (“BAA”).

If there is a conflict between these Terms and an applicable BAA concerning PHI, the BAA will control with respect to the PHI and the subject matter of that conflict.

Customers are responsible for determining whether HIPAA or other healthcare privacy requirements apply to their use of the Services and for entering into a BAA with Assistly where required.

“Customer Data” means information, records, files, documents, content, and other data submitted to or processed through the Services by or on behalf of a customer or its authorized users.

As between Assistly and the customer, the customer retains its rights in Customer Data.

The customer grants Assistly the rights necessary to host, process, transmit, reproduce, display, and otherwise use Customer Data solely as reasonably necessary to:

• Provide and maintain the Services;
• Perform Assistly’s contractual obligations;
• Provide support;
• Maintain security and prevent fraud or misuse;
• Comply with applicable law; and
• Perform other activities expressly authorized by the customer or applicable agreements.

Assistly’s processing of Personal Information is also governed by the Assistly Privacy Policy and, where applicable, a BAA or other data-processing agreement.

You may not use the Services to:

• Violate applicable law or regulation;
• Violate another person’s privacy, confidentiality, intellectual property, or other legal rights;
• Access information without authorization;
• Share login credentials or circumvent access controls;
• Introduce viruses, malware, malicious code, or harmful technology;
• Attempt to gain unauthorized access to Assistly systems or another customer’s account;
• Interfere with or disrupt the security or operation of the Services;
• Scrape, crawl, probe, scan, or test the Services without authorization;
• Reverse engineer, decompile, disassemble, or attempt to derive source code except where such restriction is prohibited by law;
• Copy or commercially exploit the Services except as expressly authorized;
• Use the Services to develop or train a competing product or service except where expressly authorized by Assistly;
• Upload information that you do not have the legal right to process; or
• Use the Services in a manner that could reasonably create a risk to residents, clients, patients, customers, users, or others.

Assistly may investigate suspected violations and may restrict or suspend access when reasonably necessary to protect the Services, customers, users, or others.

Assistly’s collection, use, disclosure, retention, and protection of Personal Information is described in the Assistly Privacy Policy.

Customers and users should review the Privacy Policy before using the Services.

Where a customer controls Personal Information processed through the Services, the customer is responsible for providing any privacy notices and obtaining any consents or authorizations required by applicable law.

Assistly maintains administrative, technical, and physical safeguards designed to protect information processed through the Services.

Customers and users are responsible for maintaining the security of their own devices, networks, credentials, user permissions, and systems used to access Assistly.

No system can be guaranteed to be completely secure, and Assistly does not guarantee that unauthorized access, security incidents, or service interruptions will never occur.

The Services may integrate with or provide access to third-party products, applications, websites, devices, platforms, or services.

Third-party services may be subject to separate terms and privacy policies.

Assistly is not responsible for independent third-party services or their acts or omissions, except to the extent otherwise expressly provided in a written agreement.

Certain Services require payment.

Pricing, subscription terms, implementation fees, payment schedules, renewal terms, usage limits, and other commercial terms may be established in an order form, subscription agreement, statement of work, Master Services Agreement (“MSA”), or other written agreement between Assistly and the customer.

Customers agree to pay applicable fees in accordance with the governing agreement.

If these Terms conflict with a separately executed customer agreement regarding pricing, payment, subscription term, renewal, or other negotiated commercial terms, the executed customer agreement will control.

The Services, including software, technology, interfaces, workflows, designs, graphics, trademarks, logos, documentation, content, models, algorithms, and other Assistly materials, are owned by or licensed to Assistly and are protected by applicable intellectual property laws.

Except for the limited right to use the Services in accordance with these Terms and applicable customer agreements, no intellectual property rights are transferred to users or customers.

“Assistly,” Assistly logos, and related marks are trademarks or service marks of Assistly Care Inc. or its licensors.

If you provide ideas, recommendations, suggestions, or other feedback regarding the Services, you grant Assistly the right to use that feedback to improve, develop, and operate its products and Services without restriction or compensation, provided that Assistly does not publicly identify you as the source without permission.

Assistly may modify, update, improve, replace, or discontinue features of the Services from time to time.

Assistly may perform scheduled or emergency maintenance that temporarily affects availability.

Where commercially reasonable, Assistly will endeavor to provide appropriate notice of material changes that substantially affect customer use.

Any specific service levels or availability commitments will be governed by the applicable customer agreement or Service Level Agreement, if any.

Assistly may suspend or restrict access to the Services where reasonably necessary because of:

• A material violation of these Terms;
• A security threat or suspected unauthorized access;
• Use that creates material risk to Assistly, customers, users, or others;
• Nonpayment of amounts due;
• A legal or regulatory requirement; or
• Circumstances otherwise permitted under the applicable customer agreement.

Where commercially reasonable and appropriate, Assistly will provide notice and an opportunity to resolve the issue.

Customer termination rights, data-return obligations, and other post-termination matters may be governed by the applicable customer agreement or BAA.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” EXCEPT FOR WARRANTIES EXPRESSLY PROVIDED IN A WRITTEN AGREEMENT WITH ASSISTLY.

ASSISTLY DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT TO THE EXTENT PERMITTED BY LAW.

ASSISTLY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT EVERY OUTPUT, ALERT, RECOMMENDATION, REPORT, OR OTHER RESULT WILL BE COMPLETE OR ACCURATE.

Nothing in these Terms excludes any warranty or right that cannot lawfully be excluded.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ASSISTLY AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, OR GOODWILL, ARISING OUT OF OR RELATED TO THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ASSISTLY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE AMOUNT PAID OR PAYABLE TO ASSISTLY FOR THE APPLICABLE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

The limitations in this Section do not apply to the extent prohibited by applicable law or where a separately executed agreement expressly provides otherwise.

To the extent permitted by applicable law, if you are using the Services on behalf of an organization, that organization agrees to defend, indemnify, and hold harmless Assistly and its affiliates, officers, directors, employees, and agents from third-party claims, damages, liabilities, losses, and reasonable costs arising from:

• The organization’s unlawful use of the Services;
• Customer Data submitted without appropriate authorization;
• A material violation of these Terms by the organization or its authorized users; or
• The organization’s violation of applicable law or third-party rights.

Any indemnification obligations contained in a separately executed customer agreement will control over this Section to the extent of a conflict.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, except where applicable law requires otherwise.

Unless otherwise provided in a separately executed agreement, disputes arising out of or relating to these Terms or the Services will be brought in a court of competent jurisdiction as permitted by applicable law.

Nothing in these Terms prevents either party from seeking appropriate injunctive or equitable relief where legally available.

A customer may have a separate MSA, Order Form, Statement of Work, BAA, Data Processing Agreement, Service Level Agreement, or other written agreement with Assistly.

If there is a conflict between these Terms and a separately executed agreement, the separately executed agreement will control with respect to the subject matter of the conflict.

A BAA will control with respect to PHI to the extent required by HIPAA and the applicable BAA.

Assistly may update these Terms from time to time to reflect changes to the Services, business practices, legal requirements, or other operational considerations.

When these Terms are updated, Assistly will revise the “Last Updated” date.

Where required by applicable law or contractual obligations, Assistly will provide additional notice of material changes.

Continued use of the Services after updated Terms become effective constitutes acceptance of the updated Terms to the extent permitted by applicable law.

If any provision of these Terms is determined to be invalid or unenforceable, the remaining provisions will remain in effect.

Assistly’s failure to enforce a provision does not waive its right to enforce that provision later.

You may not assign your rights or obligations under these Terms without Assistly’s prior written consent, except where applicable law provides otherwise.

Assistly may assign these Terms in connection with a merger, acquisition, corporate reorganization, sale of assets, or similar transaction.

These Terms, together with the Privacy Policy and any applicable customer agreements, constitute the applicable agreement concerning your use of the Services.

Questions regarding these Terms may be directed to:

Assistly Care Inc.
Email: info@assistly.care
Phone: (678) 397-1111

Privacy-related inquiries and requests should be submitted in accordance with the Assistly Privacy Policy.