DentalFlo AI — Terms of Service (United Kingdom)

Effective date: 1 June 2025 | Version 1.0 | UK GDPR Article 28 Compliant

Introduction and Parties

These Terms of Service (the "Agreement") are entered into between DentalFlo AI Pty Ltd (ACN 681 997 062) ("Processor", "DentalFlo", "we", "us", "our") and the Customer identified at sign-up or in the associated Order Form ("Controller", "Customer", "you").

These Terms incorporate the Data Processing Agreement ("DPA"). In the event of conflict between this Agreement and the DPA regarding data processing, the DPA prevails.

This Agreement is designed to comply with Article 28 of the UK General Data Protection Regulation ("UK GDPR") as retained in UK law by the European Union (Withdrawal) Act 2018, and the Data Protection Act 2018.

Recitals

• DentalFlo AI Pty Ltd is a technology company providing a cloud-based software-as-a-service platform designed to support healthcare and dental practices in managing patient communications, appointment scheduling, inbound call handling, and related operational workflows through the use of software automation, integrations, and data-driven tools.
• The Customer is a business or individual seeking to access and use the Services for the purposes of improving practice operations, patient engagement, communication efficiency, and administrative workflows.
• The parties acknowledge that the Services may involve the processing of personal data on behalf of the Customer, including data relating to patients, staff, and other individuals, and that such processing is governed by a separate Data Processing Agreement which forms an integral part of the contractual relationship.
• The Customer wishes to access the Services on either a free trial or paid subscription basis, and DentalFlo agrees to provide access to the Services subject to and in accordance with the terms and conditions set out in this Agreement.
• The parties intend that this Agreement shall comply with applicable United Kingdom laws, including the UK General Data Protection Regulation, the Data Protection Act 2018, and applicable consumer protection legislation governing digital subscriptions and automated renewal arrangements.

1. Definitions

In this Agreement, the following terms have the meanings set out below unless the context otherwise requires:

• Agreement — these Terms of Service, including the Recitals, Definitions, any Order Form, Subscription details, and all incorporated policies or documents, including the Data Processing Agreement.
• Applicable Law — all laws, regulations, regulatory requirements, and codes of practice applicable to the Services or the parties, including without limitation UK GDPR, the Data Protection Act 2018, the Privacy and Electronic Communications Regulations 2003 (PECR), the Consumer Rights Act 2015, and the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.
• Authorised Users — any employees, contractors, agents, or other individuals authorised by the Customer to access and use the Services under the Customer's account.
• Business Customer — a Customer acting in the course of trade, business, or profession, as opposed to a consumer.
• Charges — the fees payable by the Customer for access to the Services, including subscription fees, usage-based fees (if applicable), and any other charges agreed between the parties, as displayed at the point of subscription or in an Order Form.
• Controller — has the meaning given in UK GDPR and refers to the entity which determines the purposes and means of processing Personal Data.
• Customer Data — all data, content, information, recordings, messages, appointment information, and other materials inputted, uploaded, or transmitted into the Services by or on behalf of the Customer or its Authorised Users.
• Data Protection Laws — all applicable data protection and privacy legislation in force from time to time in the United Kingdom, including the UK GDPR, the Data Protection Act 2018, and PECR.
• Data Processing Agreement or DPA — the separate agreement governing the processing of Personal Data by DentalFlo on behalf of the Customer, as updated from time to time and incorporated into this Agreement by reference.
• DentalFlo, we, us, our — DentalFlo AI Pty Ltd (ACN 681 997 062), including its affiliates, successors, and permitted assigns.
• Documentation — any user guides, technical manuals, policies, or instructions made available by DentalFlo in relation to the Services, whether in electronic or written form.
• Free Trial or Trial — a limited-time, no-charge access period to the Services, subject to automatic conversion to a paid Subscription unless cancelled prior to the end of the Trial period.
• ICO — the UK Information Commissioner's Office.
• Order Form — any online checkout page, Stripe payment page, subscription confirmation, or other ordering process through which the Customer subscribes to the Services.
• Personal Data — has the meaning given in the UK GDPR and includes any information relating to an identified or identifiable natural person.
• Processor — has the meaning given in UK GDPR and refers to DentalFlo acting on behalf of the Controller in processing Personal Data.
• Services — the cloud-based software platform provided by DentalFlo, including but not limited to appointment scheduling tools, inbound call handling systems, messaging services, automation workflows, analytics tools, integrations, and any related features or functionalities made available from time to time.
• Subscription — the paid, recurring access arrangement under which the Customer is granted access to the Services following expiry of any Free Trial period.
• Subscription Term — the period during which the Customer is entitled to access the Services under a Subscription, commencing on the date of activation following any Free Trial and continuing until cancelled in accordance with this Agreement.
• Stripe — Stripe Payments UK Ltd and its affiliates, being the third-party payment processor used to facilitate subscription billing and related payment transactions.
• Sub-processors — third parties engaged by DentalFlo to process Personal Data on behalf of the Customer in connection with the Services.
• UK GDPR — the retained EU law version of the General Data Protection Regulation (EU 2016/679) as it forms part of the law of England and Wales, Scotland, and Northern Ireland by virtue of the European Union (Withdrawal) Act 2018.
• User Account — the registered account created by or on behalf of the Customer to access and use the Services.

2. Nature of Services

DentalFlo AI provides a cloud-based software-as-a-service platform designed to assist healthcare and dental practices with communication, patient engagement, appointment scheduling, inbound call handling automation, and associated analytics and workflow tools. The Services may include automated communication systems, artificial intelligence-assisted tools, integrations with third-party systems, and reporting functionalities designed to improve operational efficiency within the Customer's practice.

We reserve the right to modify, enhance, or update the Services from time to time to reflect technological developments, security improvements, or operational requirements, provided that such changes do not materially reduce the core functionality of the Services during an active subscription term.

3. Account Registration and Responsibility

In order to access the Services, the Customer must create an account and provide accurate, complete, and up-to-date information as requested during the registration process. The Customer is solely responsible for maintaining the confidentiality and security of their account credentials and for all activities conducted under their account, whether authorised or unauthorised.

The Customer agrees to promptly notify DentalFlo of any unauthorised access or suspected breach of security affecting their account. DentalFlo shall not be liable for any loss or damage arising from failure to maintain account security.

4. Free Trial Terms

DentalFlo may, at its discretion, offer a limited free trial period, typically lasting fourteen (14) days, during which the Customer may access the Services without charge. The terms of any such trial will be clearly communicated at the point of sign-up.

Unless the Customer cancels the subscription prior to the expiry of the trial period, the subscription will automatically convert into a paid subscription at the end of the trial. Upon conversion, the payment method provided by the Customer at registration will be charged the applicable subscription fee without further notice, in accordance with these Terms.

The Customer acknowledges and agrees that it is their responsibility to cancel the trial before its expiry if they do not wish to incur charges.

5. Subscription, Billing, and Auto-Renewal

Access to the Services beyond any trial period is provided on a paid subscription basis, with fees charged in advance on a recurring monthly or annual cycle as selected by the Customer at the time of purchase. All payments are processed securely via Stripe, a third-party payment processor.

By entering into a subscription, the Customer expressly authorises DentalFlo and Stripe to charge the designated payment method on a recurring basis for all applicable fees until the subscription is cancelled. Subscriptions automatically renew at the end of each billing cycle unless cancelled in accordance with these Terms.

The Customer acknowledges that subscription fees may be updated from time to time, provided that any such changes will take effect only at the commencement of the next billing cycle following reasonable prior notice.

6. Cancellation and Termination

The Customer may cancel their subscription at any time through their account settings or by contacting DentalFlo support. Cancellation will take effect at the end of the then-current billing period, and the Customer will continue to have access to the Services until that time.

DentalFlo does not impose unreasonable barriers to cancellation, and Customers are not required to make telephone calls or undertake any disproportionate steps in order to terminate their subscription.

DentalFlo reserves the right to suspend or terminate access to the Services immediately if the Customer breaches these Terms, fails to make payment when due, or where required to do so by applicable law or regulatory authority.

7. Consumer Rights (United Kingdom)

Where the Customer is a consumer within the meaning of UK consumer protection law, nothing in these Terms shall affect their statutory rights. The Services are provided in accordance with the Consumer Rights Act 2015 and the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, as applicable.

Where digital services are supplied immediately upon commencement of a subscription or trial, the Customer acknowledges that they may lose certain statutory cancellation rights once performance of the Services has begun, to the extent permitted by law.

8. Acceptable Use of Services

The Customer agrees to use the Services only for lawful purposes and in accordance with these Terms. The Customer must not use the Services in any manner that breaches applicable laws or regulations, including but not limited to data protection laws, electronic communications regulations, and healthcare compliance obligations.

In particular, the Customer must not use the Services to send unsolicited marketing communications without a lawful basis under the Privacy and Electronic Communications Regulations 2003 (PECR), nor may the Services be used in any manner that infringes the rights of any individual or third party.

9. Data Protection and Privacy

Each party agrees to comply with its respective obligations under the UK GDPR and the Data Protection Act 2018. The Customer acknowledges that it acts as the Data Controller in respect of any personal data processed through the Services, and DentalFlo acts solely as a Data Processor.

All processing activities undertaken by DentalFlo on behalf of the Customer shall be governed by the Data Processing Agreement incorporated into these Terms. The Customer is solely responsible for ensuring that it has a lawful basis for processing personal data and for providing all required privacy notices to data subjects.

10. Automated Processing and AI Functionality

The Customer acknowledges that the Services may include automated processing capabilities, including artificial intelligence-assisted tools used to facilitate communications, handle inbound calls, schedule appointments, and generate operational outputs.

While the Services are designed to improve efficiency and accuracy, the Customer remains responsible for reviewing outputs where appropriate, particularly in contexts involving patient communications or clinical workflows. The Services are not intended to replace professional medical, dental, or clinical judgment.

11. Third-Party Services and Stripe Payments

The Services integrate with third-party providers, including but not limited to Stripe for payment processing, Amazon Web Services for hosting infrastructure, and telecommunications providers such as Twilio for messaging and call services.

The Customer acknowledges that the use of such third-party services may be subject to additional terms and conditions imposed by those providers. DentalFlo is not responsible for the acts, omissions, or performance of third-party service providers.

Stripe payment processing is subject to Stripe's own terms of service, available at the Stripe Services Agreement.

12. Data Security

DentalFlo shall implement and maintain appropriate technical and organisational measures designed to protect personal data against accidental or unlawful destruction, loss, alteration, unauthorised disclosure, or access. These measures include encryption of data in transit and at rest, access controls, system monitoring, and regular security assessments.

While DentalFlo takes reasonable steps to secure data, no system can be guaranteed to be completely secure, and the Customer acknowledges this inherent risk.

13. Intellectual Property Rights

All intellectual property rights in the Services, including software, systems, interfaces, and underlying technology, are and shall remain the exclusive property of DentalFlo or its licensors. Nothing in these Terms transfers any ownership rights in the Services to the Customer.

The Customer retains ownership of all data uploaded into the Services. However, the Customer grants DentalFlo a limited, non-exclusive licence to process such data solely for the purpose of providing the Services in accordance with these Terms and the Data Processing Agreement.

14. Confidentiality

Each party agrees to treat as strictly confidential all non-public information disclosed by the other party in connection with the Services. Confidential information shall not be disclosed to any third party except as required for the performance of the Services or as required by law.

This obligation shall survive termination of the Agreement.

15. Liability and Limitation

Nothing in these Terms shall exclude or limit liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under applicable law.

Subject to the foregoing, DentalFlo shall not be liable for any indirect, consequential, or special losses, including loss of profit, revenue, goodwill, or data. The total aggregate liability of DentalFlo arising out of or in connection with these Terms shall be limited to the total fees paid by the Customer in the twelve (12) months preceding the event giving rise to the claim.

16. Indemnity

The Customer agrees to indemnify and hold harmless DentalFlo against any claims, losses, damages, liabilities, or expenses arising out of or in connection with the Customer's use of the Services, including any breach of applicable law, misuse of patient data, or violation of these Terms.

17. Suspension of Access

DentalFlo may suspend access to the Services where it reasonably believes such suspension is necessary to protect the security, integrity, or lawful operation of the Services, or where the Customer is in breach of these Terms, including non-payment of fees.

18. Changes to Terms

DentalFlo may amend these Terms from time to time. Where changes are material, reasonable notice will be provided to Customers. Continued use of the Services following such notice shall constitute acceptance of the updated Terms.

19. International Data Transfers

Where personal data is transferred outside the United Kingdom, such transfers shall be conducted in accordance with applicable data protection law, including the UK GDPR, and shall be subject to appropriate safeguards such as the UK International Data Transfer Agreement (IDTA) or the UK Addendum to the EU Standard Contractual Clauses.

20. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

21. Contact Information

DentalFlo AI Pty Ltd UK Office: Suite 10, 15 Bishopsgate, London, EC2N 3AR, United Kingdom Email: legal@dentalflo.ai ICO Registration Number: ZB980408