Legal

Terms of Service

Effective Date: January 1, 2024 Last Updated: May 2026

Please read these Terms of Service carefully before using Vasl Health's platform and services. By accessing or using Vasl Health's platform, services, or website (collectively, the "Services"), you agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to these Terms, please do not use our Services. These Terms constitute a legally binding agreement between you and Vasl Health, Inc. ("Vasl Health," "we," "us," or "our").

1. Acceptance of Terms

By accessing or using the Services, you represent that you have read, understood, and agree to be bound by these Terms. If you are accepting these Terms on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

2. Description of Services

Vasl Health provides a culturally-responsive emotional health platform that includes:

  • Member App providing peer community, daily check-ins, culturally matched coaching, and crisis resources
  • Vasl Language Analysis Platform (VLAP) — a proprietary AI clinical decision-support tool that processes member language in-memory to generate dimensional signal profiles for licensed clinicians and certified coaches
  • Clinical outcome tracking and population-level reporting for organizational administrators
  • Crisis detection and human clinical escalation protocol with 90-minute licensed supervisor response SLA
  • Organizational portals for coach management, clinical coordination, and compliance documentation

Our Services are designed to supplement, not replace, professional mental health care and are used in conjunction with appropriate clinical oversight. VLAP is a clinical decision-support tool — it is not a diagnostic system and does not replace clinical judgment.

3. Eligibility and Registration

3.1 Age Requirements

You must be at least 13 years old to use our Services. Users under 18 must have parental or guardian consent. Organizational deployments in school settings must implement appropriate consent processes in compliance with COPPA, FERPA, and applicable state law.

3.2 Organizational Users

Organizations using our Services must have appropriate licenses and authorizations to provide or coordinate mental health services in their jurisdiction. Execution of a Business Associate Agreement is required for all healthcare and school-based organizational deployments.

3.3 Account Registration

You agree to provide accurate, current, and complete information during registration and to update such information as necessary to keep it accurate.

4. User Responsibilities

As a user of our Services, you agree to:

  • Use the Services only for lawful purposes
  • Provide accurate and truthful information
  • Maintain the confidentiality of your account credentials
  • Respect the privacy and rights of other users
  • Not attempt to circumvent security measures or access controls
  • Not use the Services to harm others or yourself
  • Comply with all applicable laws and regulations, including HIPAA and FERPA where applicable

5. Privacy and Data Protection

Your privacy is governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review the Privacy Policy carefully.

5.1 HIPAA Compliance

For healthcare organizations, we maintain HIPAA compliance. Business Associate Agreements are required for all healthcare and school-based deployments. BAA execution is handled through legal@vaslhealth.com.

5.2 Data Security

We implement HIPAA-required technical safeguards to protect your data, including encryption in transit and at rest, role-based access controls, audit logging, and automatic session management. VLAP processes member language in-memory — verbatim text is not retained after signal profile generation.

6. Clinical Disclaimer

Important Medical Disclaimer

Vasl Health is not a substitute for professional medical or mental health care. Our Services are designed to supplement mental health care and should not replace consultation with qualified healthcare professionals. VLAP is a clinical decision-support tool — it does not diagnose, prescribe, or make clinical recommendations. All clinical decisions are made by licensed professionals.

6.1 Emergency Situations

If you are experiencing a mental health emergency or having thoughts of self-harm, contact emergency services immediately. Call 911, call or text 988 (Suicide and Crisis Lifeline), or go to your nearest emergency room. Vasl's VLAP crisis signal detection and 90-minute human clinical supervisor response SLA are supplements to — not substitutes for — emergency services.

6.2 Clinical Oversight

VLAP surfaces signal profiles to licensed clinicians and certified coaches to support clinical judgment. All high-risk signals are reviewed by a licensed clinical supervisor. Automated action is never taken in response to a clinical signal — human clinical judgment initiates every response.

7. Intellectual Property

All content, features, and functionality of our Services — including but not limited to text, graphics, logos, software, CulturalBERT-VLAP technology, the five-dimensional signal taxonomy, and all associated documentation — are owned by Vasl Health and protected by copyright, trademark, and other applicable intellectual property laws.

7.1 Limited License

We grant you a limited, non-exclusive, non-transferable, revocable license to use our Services in accordance with these Terms. This license does not include the right to sublicense, reproduce, distribute, modify, or create derivative works of any Vasl Health intellectual property.

7.2 User Content

You retain ownership of content you provide through the Services. You grant Vasl Health a limited license to process and use such content solely to provide the Services, including VLAP signal analysis for clinical and safety purposes. This license is subject to the data handling constraints described in the Privacy Policy and applicable BAA.

8. Payment and Billing

8.1 Fees

Fees for our Services consist of a monthly platform fee and a per member per month (PMPM) fee based on organization type. Current pricing is described at vaslhealth.com/pricing. All pricing is subject to the terms of your executed Order Form or Service Agreement.

8.2 Payment Terms

Platform fees are billed annually. PMPM fees are billed monthly based on enrolled member count. We accept major credit cards and ACH transfers for organizational accounts. Invoices are due net 30 unless otherwise specified in your Service Agreement.

8.3 Medicaid Billing

For eligible organizations, Vasl Health provides Medicaid billing documentation including CPT codes and service records. The organization is responsible for submitting claims to the applicable Medicaid program. Vasl Health does not submit claims on behalf of organizations and does not guarantee any specific reimbursement rate or outcome.

9. Termination

9.1 Termination by You

You may terminate your account at any time by contacting our support team at support@vaslhealth.com or through your account settings. Termination of an organizational account is governed by the terms of your executed Service Agreement.

9.2 Termination by Us

We may terminate or suspend your access to our Services if you violate these Terms, for nonpayment, or for other legitimate business reasons, with appropriate notice when possible. For organizational accounts, we will provide at least 30 days notice except in cases of material breach or nonpayment.

9.3 Effect of Termination

Upon termination, your right to use our Services ceases. We will provide data export options in accordance with applicable law and our data retention policies. Member data is handled in accordance with the Privacy Policy and applicable BAA upon account termination.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VASL HEALTH SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, GOODWILL, OR USE, ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF VASL HEALTH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Our total liability to you for all claims arising from or relating to these Terms or our Services shall not exceed the amount you paid us in the twelve (12) months immediately preceding the claim.

10.1 Clinical Limitations

While VLAP is designed to detect high-risk situations with high sensitivity, no automated system can guarantee the prevention of all adverse outcomes. Clinical oversight and professional judgment remain essential. Vasl Health's liability for clinical outcomes is limited to the extent described in your executed Service Agreement and applicable BAA.

11. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Maryland, United States, without regard to its conflict of law provisions.

Any disputes arising from these Terms or our Services shall be resolved through binding arbitration conducted in accordance with the rules of the American Arbitration Association. Arbitration shall take place in Maryland. You waive any right to a jury trial or class action proceeding with respect to any claim arising under these Terms.

Nothing in this Section prevents either party from seeking injunctive or other equitable relief in a court of competent jurisdiction where necessary to protect intellectual property rights or confidential information.

12. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by posting the updated Terms on our website, sending email notification to registered users, and providing in-platform notifications. Material changes will be provided with at least 30 days notice before taking effect.

Your continued use of our Services after changes become effective constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must discontinue use of the Services before the effective date of the changes.

13. Contact

For questions about these Terms: legal@vaslhealth.com

For BAA execution requests: legal@vaslhealth.com

For general support: support@vaslhealth.com

Vasl Health, Inc. is a Delaware Public Benefit Corporation.