Clarix Terms of Service

Version: Draft 1.0 · Effective date pending counsel review.

This page is published for transparency. It is not legal advice. A signed Master Service Agreement (MSA), if any, controls over this draft.

1. Agreement

By creating an account or using https://clarix.fills.ai (the “Services”), you agree to these Terms on behalf of the organization you represent (“Customer”). If you have a signed Master Service Agreement (“MSA”) with Fills AI Inc. d/b/a Clarix (“Clarix”), the MSA controls in case of conflict.

2. The Services

Clarix provides cloud software for electronic batch records and related quality/operations workflows for compounding facilities. The Services are tools; Customer remains responsible for regulatory compliance, validation, and release decisions. Clarix does not claim that the software is FDA-certified or that use of Clarix alone makes a facility compliant with 21 CFR Part 11 or other regulations.

3. Accounts

Each user must have a unique login. Shared credentials are prohibited. Customer is responsible for activity under its accounts and for promptly revoking access for departed users.

4. Subscriptions and pilots

Plans and limits are described at purchase or on the Order Form (Pilot, Growth, Enterprise). Pilot plans may limit users and monthly batches. Fees are non-refundable except as required by law or expressly stated in writing.

5. Customer data

Customer owns content it uploads (“Customer Data”). Clarix processes Customer Data to provide the Services. Do not upload PHI unless a Business Associate Agreement is in place.

6. Acceptable use

No unlawful use; no attempts to breach security; no scraping or reverse engineering except as allowed by law; no interference with other customers.

7. Intellectual property

Clarix and its licensors own the Services and software. Customer receives only a limited right to use during a valid subscription.

8. Confidentiality

Non-public information exchanged in connection with the Services is confidential and may be used only for the business relationship.

9. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” EXCEPT AS EXPRESSLY STATED IN A SIGNED MSA. CLARIX DOES NOT PROVIDE MEDICAL ADVICE, DOES NOT GUARANTEE FDA INSPECTION OUTCOMES, AND DOES NOT CLAIM THE SOFTWARE IS “FDA CERTIFIED.”

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLARIX’S AGGREGATE LIABILITY SHALL NOT EXCEED THE FEES PAID BY CUSTOMER TO CLARIX IN THE TWELVE (12) MONTHS BEFORE THE CLAIM. CLARIX IS NOT LIABLE FOR INDIRECT OR CONSEQUENTIAL DAMAGES.

11. Termination

Clarix may suspend or terminate for material breach or non-payment. Upon termination, Customer should export data promptly; Clarix may delete data after a reasonable period per its policies and any BAA.

12. Governing law

These Terms are governed by the laws of Delaware, excluding conflict-of-law rules, unless a signed MSA provides otherwise.

13. Changes

Clarix may update these Terms with notice via the Services or email. Continued use after the effective date constitutes acceptance, except where a signed MSA requires mutual written amendment.

14. Contact

Fills AI Inc. d/b/a Clarix
Email: ceo@fills.ai
Web: https://clarix.fills.ai