1. Acceptance of Terms
By accessing or using LabAid ("the Service"), a software platform owned and operated by LabWorx LLC ("Company"), you agree to be bound by these Terms of Use. If you do not agree, do not use the Service.
2. Service Description
LabAid is a cloud-based laboratory inventory management platform developed and operated by LabWorx LLC, designed for flow cytometry laboratories. LabAid is an inventory management tool and does not provide medical advice, diagnostic services, or laboratory testing services.
3. Accounts and Access
You must provide accurate information when creating an account. You are responsible for maintaining the confidentiality of your credentials and for all activities under your account. We reserve the right to suspend access immediately if necessary to protect system integrity, security, or to prevent unauthorized access.
4. Data, Privacy, and PHI Prohibition
Your laboratory data remains yours. We act as a data processor on your behalf. We will not sell, share, or use your data for purposes other than providing the Service. Strict PHI Prohibition: The Service is not designed or intended to store Protected Health Information (PHI). Customer affirmatively agrees not to upload, store, or transmit PHI into the Service.
5. Regulatory Compliance and Indemnification
LabAid provides tools to assist with inventory management and audit trails. However, each laboratory is solely responsible for its own regulatory compliance, including CLIA, HIPAA, CAP accreditation, state/local regulations, and IRB requirements. Customer agrees to indemnify, defend, and hold LabWorx LLC and its LabAid platform harmless from and against any claims, liabilities, damages, and costs arising from Customer's misuse of the Service, upload of restricted data (including PHI), or regulatory violations.
6. Intellectual Property
The Service is the intellectual property of LabWorx LLC. You are granted a limited, non-exclusive, non-transferable license to use the Service for your internal laboratory operations. You may not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, or algorithms of the Service.
7. Availability, Support, and Force Majeure
We strive to maintain high availability but do not guarantee uninterrupted access. Support is available through the in-app ticketing system. LabWorx LLC shall not be liable for delays or failures resulting from causes beyond its reasonable control, including but not limited to acts of God, internet outages, cyberattacks, government actions, or third-party service disruptions.
8. Warranty Disclaimer
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
9. Limitation of Liability
To the maximum extent permitted by law, LabWorx LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of data, loss of revenue, ruined reagents, or interruption of laboratory operations. Our total liability shall not exceed the amount you paid in the twelve months preceding the claim.
10. Payment and Billing
Paid plans are billed in advance on a recurring annual or monthly basis, or as otherwise agreed upon via Purchase Order or custom invoice terms. All billing and payment obligations are between you and LabWorx LLC. Invoices are due within 30 days of receipt unless otherwise specified. Failure to pay may result in suspension of write access or transition to read-only mode.
11. Termination
Either party may terminate the agreement at any time. Upon request, you may export your laboratory's data in a standard, machine-readable format (e.g., CSV) within 30 days prior to account deletion.
12. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in Massachusetts.
13. Changes and Contact
We may update these Terms of Use from time to time. Material changes will be communicated via the Service or email. For questions about these terms, please contact us at support@labaid.io.