KIVIRA
HEALTHCARE PROVIDER TERMS OF USE

1. ACCEPTANCE OF TERMS

These Healthcare Provider Terms of Use ("Provider Terms") govern your access to and use of the Kivira clinical decision support platform ("Platform") in connection with EHR-enabled workflows, including Epic/MyChart where configured by your healthcare organization. By clicking "I Accept," creating an account, or accessing the Platform, you agree to be bound by these Provider Terms.

If you do not agree to these Provider Terms, you must not access or use the Platform.

These Provider Terms supplement any agreement between Kivira Axis, Inc. ("Kivira") and your healthcare organization, including any terms handled manually during customer onboarding for EHR deployments. In the event of any conflict, the agreement between Kivira and your organization shall control.

2. ELIGIBILITY AND LICENSURE

To use the Platform with clinician permissions, you must:

• • Be a licensed healthcare provider (physician, nurse practitioner, physician assistant, licensed clinical social worker, psychologist, or other licensed mental health professional) in good standing;
• • Be authorized by your healthcare organization to access the Platform, relevant EHR-integrated workflows, and patient reports;
• • Have completed any required training on the Platform's use;
• • Comply with all applicable federal, state, and local laws, regulations, and professional standards.

You represent and warrant that you meet all eligibility requirements and that all information you provide is accurate and complete.

3. CLINICAL DECISION SUPPORT - YOUR PROFESSIONAL RESPONSIBILITY

3.1 Nature of the Platform

The Kivira Platform is a clinical decision support (CDS) tool designed to assist authorized clinicians in EHR-connected workflows by:

• • Collecting standardized patient assessment data;
• • Organizing patient-reported intake and screener responses for clinician review;
• • Using authorized EHR information, where available, to pre-fill or contextualize selected data such as demographics, medications, allergies, diagnoses, and relevant history;
• • Generating screening summaries, guideline references, and diagnostic considerations or "conditions to consider";
• • Identifying potential medication interactions, duplicate therapies, allergies, contraindications, and other safety-screening notes based on available data;
• • Providing CPT code documentation support for assessment activity, without determining medical necessity or reimbursement.

3.2 NOT a Substitute for Professional Judgment

YOU ACKNOWLEDGE AND AGREE THAT:

• • The Platform is a TOOL to support, not replace, your clinical judgment and expertise;
• • All diagnosis, treatment, prescribing, safety, billing, and release decisions remain YOUR sole professional responsibility;
• • You must independently verify all patient-reported information, EHR-derived information, screening outputs, safety notes, guideline references, and CPT support before making clinical or billing decisions;
• • You must exercise your independent medical judgment in all patient care situations;
• • You are responsible for establishing and maintaining the doctor-patient relationship;
• • You must comply with all applicable standards of care and professional guidelines;
• • The Platform does NOT diagnose, treat, cure, or prevent any disease or medical condition.

3.3 Clinical Limitations

You acknowledge that the Platform's outputs:

• • Are based on standardized assessment tools and algorithms, not individual patient evaluation;
• • Are intended for workflows involving adult patients age 18 and older, unless Kivira expressly agrees otherwise in writing;
• • May not account for all relevant clinical factors specific to your patient;
• • Should be considered in the context of a comprehensive clinical assessment;
• • May become outdated as clinical guidelines and evidence evolve;
• • Are only as accurate as the patient-reported, EHR-derived, clinic-entered, and other available information on which they are based;
• • Include medication-safety notes that are screening support only, may be incomplete, and must be verified clinically;
• • Do not determine diagnoses, prescribe treatments, establish medical necessity, guarantee reimbursement, or decide whether a report should be released to a patient.

4. PATIENT SAFETY AND EMERGENCY SITUATIONS

4.1 Suicide and Self-Harm Risk

The Platform may identify responses associated with suicide or self-harm risk and route a high-risk report or visibility indicator through the EHR or related workflow according to your organization's configuration. YOU MUST:

• • Review suicide/self-harm reports and workflow indicators promptly according to your organization's coverage and triage protocols;
• • Conduct your own independent clinical assessment;
• • Take appropriate action according to your clinical judgment and institutional protocols;
• • Never rely solely on Platform alerts, EHR routing, reports, emails, SMS messages, or workflow indicators to assess patient safety.

4.2 Emergency Situations

THE PLATFORM IS NOT FOR USE IN EMERGENCY SITUATIONS. If you encounter a patient in crisis or requiring immediate intervention, you must:

• • Implement your organization's emergency protocols immediately;
• • Contact emergency services (911) or crisis intervention teams as appropriate;
• • NOT delay care while waiting for Platform data, EHR routing, notifications, reports, or recommendations.

5. PROPER USE OF THE PLATFORM

5.1 Permitted Uses

You may use the Platform only for:

• • Providing clinical care to patients within your authorized scope of practice;
• • Using EHR-enabled invitation, authorization, report-routing, and workflow features configured by your organization;
• • Accessing patient information for treatment, payment, or healthcare operations purposes;
• • Reviewing intake, screener, medication-safety, guideline-reference, and CPT-support outputs as clinician decision support;
• • Internal quality improvement and clinical research approved by your organization and permitted by applicable law and Kivira's agreements.

5.2 Prohibited Uses

You may NOT:

• • Access patient information unless you have a treatment relationship or other authorized purpose;
• • Share your login credentials with anyone;
• • Use the Platform for personal, non-clinical purposes;
• • Attempt to bypass patient authorizations, EHR consent screens, Epic/MyChart controls, or your organization's EHR access policies;
• • Send PHI, clinical results, diagnosis, self-harm status, medication details, or other sensitive clinical content in SMS messages unless expressly authorized by your organization, Kivira, and applicable law;
• • Access, modify, or delete data without authorization;
• • Attempt to reverse engineer, decompile, or extract source code from the Platform;
• • Circumvent any security features or access controls;
• • Use the Platform in any manner that could damage, disable, or impair its functionality;
• • Violate any applicable laws, regulations, or professional standards.

6. HIPAA COMPLIANCE AND PATIENT PRIVACY

6.1 HIPAA Obligations

You acknowledge that you are a member of your organization's workforce under HIPAA and must:

• • Comply with all HIPAA Privacy and Security Rules;
• • Access only the minimum necessary Protected Health Information (PHI) to perform your duties;
• • Maintain the confidentiality and security of all patient information;
• • Report any suspected privacy or security breaches to your organization immediately;
• • Complete all required HIPAA training.

6.2 Account Security

You are responsible for:

• • Maintaining the confidentiality of your username and password;
• • Never sharing your credentials with anyone, including colleagues;
• • Logging out when you leave your workstation;
• • Using strong passwords and changing them regularly;
• • Immediately reporting any unauthorized access or suspected security breach;
• • All activities that occur under your account, whether authorized or not.

6.3 Audit Trail

You acknowledge that all Platform access and activities are logged and audited. Your access to patient information may be reviewed for compliance, quality assurance, and security purposes.

7. CLINICAL DOCUMENTATION REQUIREMENTS

You must:

• • Document all clinical decisions in the patient's medical record according to your organization's policies;
• • Clearly indicate when you accept, modify, reject, or do not rely on Platform outputs;
• • Document your clinical reasoning, especially when diverging from Platform outputs or using CPT documentation support;
• • Ensure all documentation meets applicable regulatory and accreditation standards;
• • Never substitute Platform-generated content for your own clinical documentation, diagnosis, treatment plan, prescribing decision, medical-necessity determination, or billing judgment.

8. DATA ACCURACY AND QUALITY

8.1 Your Responsibility

You are responsible for:

• • Verifying the accuracy and completeness of patient-reported information;
• • Verifying the accuracy, completeness, and clinical relevance of EHR-derived information available to the Platform;
• • Reviewing assessment results for clinical plausibility;
• • Reviewing medication lists, allergies, diagnoses, demographics, and other screening inputs before relying on medication-safety notes;
• • Determining whether, when, and how any clinician-facing report should be released to the patient;
• • Correcting any errors or inconsistencies you identify;
• • Entering data accurately when you input information directly.

8.2 Reporting Issues

You must report to Kivira:

• • Incorrect medication-safety alerts, EHR data presentation, screening outputs, guideline references, CPT-support content, or routing behavior;
• • System malfunctions or technical issues;
• • Safety concerns or adverse events potentially related to Platform use.

9. INTELLECTUAL PROPERTY

The Platform, including all software, algorithms, content, and documentation, is the proprietary property of Kivira and its licensors. You receive only a limited, non-exclusive, non-transferable license to use the Platform in accordance with these Provider Terms. You acquire no ownership rights in the Platform.

10. DISCLAIMER OF WARRANTIES

YOU ACKNOWLEDGE AND AGREE THAT:

• • THE PLATFORM IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND;
• • KIVIRA MAKES NO WARRANTIES REGARDING ACCURACY, COMPLETENESS, RELIABILITY, OR CLINICAL OUTCOMES;
• • THE PLATFORM MAY CONTAIN ERRORS, INACCURACIES, OR OMISSIONS;
• • KIVIRA DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION;
• • YOU USE THE PLATFORM AT YOUR OWN PROFESSIONAL RISK AND JUDGMENT.

11. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• • KIVIRA SHALL NOT BE LIABLE FOR ANY CLINICAL OUTCOMES, PATIENT INJURIES, OR MEDICAL MALPRACTICE CLAIMS;
• • KIVIRA SHALL NOT BE LIABLE FOR DAMAGES ARISING FROM YOUR USE OR RELIANCE ON THE PLATFORM;
• • YOU ACKNOWLEDGE THAT YOU RETAIN FULL PROFESSIONAL RESPONSIBILITY FOR ALL DIAGNOSIS, TREATMENT, PRESCRIBING, SAFETY, REPORT-RELEASE, BILLING, AND PATIENT-CARE DECISIONS.

12. PROFESSIONAL LIABILITY AND MALPRACTICE

You acknowledge that:

• • Your use of the Platform does not alter your professional liability or malpractice exposure;
• • You must maintain appropriate professional liability insurance;
• • You remain legally and professionally responsible for all patient care decisions;
• • You remain responsible for determining whether submitted assessment activity supports any CPT code, medical-necessity determination, claim, or reimbursement request;
• • Kivira is not a party to the physician-patient relationship and assumes no clinical liability.

13. TERMINATION

Your access to the Platform may be terminated:

• • By you at any time by discontinuing use;
• • By your organization if your employment or affiliation ends;
• • By Kivira immediately if you violate these Provider Terms;
• • Upon termination of the agreement between Kivira and your organization.

Upon termination, you must immediately cease all use of the Platform. Sections 3, 6, 9, 10, 11, 12, and 15 shall survive termination.

14. CHANGES TO THESE TERMS

Kivira may update these Provider Terms from time to time. We will notify you of material changes via email or through the Platform. Your continued use of the Platform after such notice constitutes acceptance of the updated terms. If you do not agree to the updated terms, you must discontinue use of the Platform.

15. GENERAL PROVISIONS

15.1 Governing Law

These Provider Terms shall be governed by the laws of the State of New York, without regard to conflict of laws principles.

15.2 Entire Agreement

These Provider Terms, together with any agreement between Kivira and your organization, constitute the entire agreement regarding your use of the Platform.

15.3 Severability

If any provision of these Provider Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

15.4 No Waiver

Kivira's failure to enforce any provision of these Provider Terms shall not constitute a waiver of that or any other provision.

16. CONTACT INFORMATION

For questions about these Provider Terms or to report issues:
Kivira Axis, Inc.
33 W 17th Street, Floor 6
New York, NY 10011
Email: support@kivira.health

HEALTHCARE PROVIDER ACKNOWLEDGMENT

By clicking "I Accept" or accessing the Kivira Platform, I acknowledge that:

• • I have read and understood these Healthcare Provider Terms of Use;
• • I am a licensed healthcare provider authorized to use the Platform;
• • I understand that the Platform is a clinical decision support tool only;
• • I retain full professional responsibility for all diagnosis, treatment, prescribing, safety, report-release, billing, and patient-care decisions;
• • I will comply with all applicable laws, regulations, and professional standards;
• • I will protect patient privacy and maintain HIPAA compliance;
• • I agree to use the Platform only for authorized clinical purposes and approved EHR-connected workflows.

Last Updated: July 17, 2026