End User License Agreement for WaiveDx Nymara Tech Platform

Last Updated: September 3, 2025

This End User License Agreement (“EULA” or “Agreement”) is a legal agreement between you (either an individual or a single entity, referred to as “You” or “User”) and WaiveDx, Inc. (“Company,” “We,” “Us,” or “Our”), located at 430 B Roper Mountain Rd Greenville, SC 29615, for the use of the Nymara Tech platform, including any associated software, applications, services, websites, documentation, updates, and related materials (collectively, the “Platform”), accessible at www.WaiveDx.ai.

By accessing, downloading, installing, or using the Platform, You agree to be bound by the terms of this EULA and the incorporated Terms of Use and Privacy Clause. If You do not agree to these terms, do not access or use the Platform. If You are accepting this EULA on behalf of an entity, You represent that You have the authority to bind that entity to these terms.

The Platform is a blockchain-secured, AI-driven precision health platform designed for diagnostics, therapeutics, and healthcare data management, compliant with HIPAA and SOC 2 standards.

  1. Definitions
  • Account: The user account created by You to access the Platform.
  • Content: Any data, text, images, or other information uploaded, stored, or processed through the Platform by You or on Your behalf.
  • PHI: Protected Health Information as defined under the Health Insurance Portability and Accountability Act (HIPAA).
  • Platform: The Nymara Tech software, services, and Website provided by the Company.
  • User: Any individual or entity authorized to access the Platform under this EULA.
  1. Grant of License

Subject to Your compliance with this EULA, the Company grants You a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for Your personal or internal business purposes in the field of healthcare, in accordance with applicable laws and regulations. This license includes the right to install and use any software components on devices You own or control.

If the Platform is accessed via third-party app stores (e.g., Apple App Store or Google Play Store), this license is subject to the usage rules of those stores.

  1. Restrictions

You agree not to:

  • Copy, modify, reproduce, distribute, sell, sublicense, reverse engineer, decompile, or disassemble the Platform or any content on the Platform without permission.
  • Use the Platform for any illegal purpose or in violation of any local, state, federal, or international law.
  • Remove or alter any copyright, trademark, or proprietary notices on the Platform.
  • Use the Platform to transmit viruses, malware, or harmful code.
  • Access or use the Platform in a way that interferes with its operation or security.
  1. Intellectual Property

The Platform and all content, including text, images, software, and other materials, are owned by the Company or its licensors and are protected by copyright, trademark, patent, and trade secret laws. This EULA does not transfer any ownership rights to You. All rights not expressly granted are reserved by the Company.

You retain ownership of Your Content, but by uploading or providing Content to the Platform, You grant the Company a worldwide, royalty-free license to use, store, process, and display such Content as necessary to provide the Platform services and comply with legal obligations.

  1. Terms of Use

By accessing or using the Platform, including the Website at www.WaiveDx.ai, You agree to the following Terms of Use:

  • Acceptance of Terms: By using the Platform, You agree to these Terms. If You do not agree, please do not use the Platform.
  • Use of the Platform: You may use the Platform for lawful purposes only. You may not reproduce, distribute, or modify any content on the Platform without permission.
  • Modifications: We reserve the right to modify, update, or remove any content from the Platform at any time without notice.
  1. Privacy Clause

WaiveDx is committed to protecting Your privacy. This Privacy Clause explains how We collect, use, and safeguard Your personal information.

  • Information We Collect:
    • Personal Information: Information that identifies You, such as Your name, email address, or other contact details provided when You interact with the Platform.
    • Non-Personal Information: Information that does not identify You, such as browser type, IP address, or usage data collected automatically through cookies or similar technologies.
  • Use of Information: We use Your personal information to:
    • Provide, operate, and maintain the Platform.
    • Respond to Your inquiries and provide customer support.
    • Send You promotional materials or other communications, if You have opted in.
  • Sharing of Information: We do not sell or rent Your personal information to third parties. We may share Your information with:
    • Service providers who perform services on Our behalf (e.g., hosting providers).
    • Legal authorities, if required by law.
  • Security: We implement reasonable technical and organizational measures, including blockchain technology, to protect Your personal information from unauthorized access, use, or disclosure.
  • Your Rights: You have the right to access, correct, or request deletion of Your personal information. Contact Us at support@waivedx.ai to exercise these rights.
  1. User Obligations
  • Account Security: You are responsible for maintaining the confidentiality of Your Account credentials and for all activities under Your Account.
  • Accurate Information: You must provide accurate and complete information when using the Platform.
  • Compliance: You agree to use the Platform in compliance with all applicable laws, including federal regulations such as HIPAA, the Federal Food, Drug, and Cosmetic Act (FD&C Act), and Federal Trade Commission (FTC) guidelines on data privacy and unfair practices.
  • Export Controls: You agree not to export, re-export, or transfer the Platform in violation of U.S. export laws, including those administered by the Department of Commerce or the Department of Treasury.
  1. Compliance with Federal Guidelines

The Platform is intended to comply with relevant U.S. federal guidelines, including but not limited to:

  • HIPAA: For privacy and security of health information.
  • FDA Regulations: Where applicable CLIA-waived and FDA-approved diagnostic tools integrated with the Platform.
  • FTC Act: Ensuring fair and non-deceptive practices in software licensing and data handling.
  • Accessibility: Compliance with Section 508 of the Rehabilitation Act and ADA standards for digital accessibility.
  • Information Blocking Rule (45 CFR Part 171): Supporting interoperability and prohibiting information blocking.
  • Other Laws: Anti-kickback statutes, Stark Law, and export controls under EAR/ITAR.

You agree to use the Platform in a manner that does not violate these or any other federal laws. The Company may update the Platform to maintain compliance, and You agree to cooperate with such updates.

  1. Warranties and Disclaimers

The Company warrants that the Platform will perform substantially as described in the documentation for a period of 30 days from initial access. If it does not, Your sole remedy is termination of this EULA and a refund of any prepaid fees.

EXCEPT AS EXPRESSLY PROVIDED, THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED.

The Company does not warrant that the Platform complies with all industry-specific regulations beyond those stated herein; You are responsible for determining its suitability for Your needs.

  1. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL, ARISING FROM THIS EULA OR USE OF THE PLATFORM, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The Company’s total liability shall not exceed the fees paid by You for the Platform in the 12 months preceding the claim.

These limitations apply notwithstanding any failure of essential purpose and comply with federal guidelines on liability in software agreements.

  1. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including attorneys’ fees) arising from Your use of the Platform, violation of this EULA, or infringement of third-party rights.

  1. Termination

This EULA is effective until it is terminated. The Company may terminate it immediately if You breach any term. Upon termination, You must cease all use of the Platform and destroy any copies.

Sections 3–5, 8–14 shall survive termination.

  1. Governing Law and Dispute Resolution

This EULA shall be governed by the laws of the United States and the State of South Carolina without regard to conflict of laws principles. Any disputes shall be resolved exclusively in the federal or state courts located in South Carolina.

You agree to comply with all applicable U.S. federal laws in any dispute.

  1. Miscellaneous
  • Entire Agreement: This EULA, including the incorporated Terms of Use and Privacy Clause, constitutes the entire agreement between You and the Company, superseding any prior agreements.
  • Amendments: The Company may amend this EULA at any time by posting updates; continued use constitutes acceptance.
  • Severability: If any provision is invalid, the remainder shall remain in effect.
  • Waiver: No waiver of any term shall be a waiver of any other term.
  • Assignment: You may not assign this EULA without consent; the Company may assign it freely.
  • Force Majeure: Neither party is liable for delays due to events beyond control.
  • Contact: For questions, contact Us at support@waivedx.ai.

By using the Platform, You acknowledge that You have read, understood, and agree to this EULA.