Cogni.Dx Terms and Conditions

(Digital assessment platform and related features)

Last updated: 1st December, 2025

1. About these Terms

These Terms and Conditions ("Terms") govern your access to and use of the Cogni.Dx digital assessment platform, including any associated web portals, tools, questionnaires, reports and support services (together, the "Service").

By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, you must not use the Service.

These Terms are between:

• Cogni.Dx Limited ("Cogni.Dx", "we", "us", "our"), and
• You, the individual using the Service as a Patient, Carer, Healthcare Professional, Researcher, Site Coordinator, Administrator or other authorised user ("you", "your").

If your hospital, clinic, GP practice, university or other organisation has a separate written agreement with Cogni.Dx, that agreement may prevail over these Terms to the extent of any conflict.

Our Privacy Policy explains how we handle your personal data. Please read it together with these Terms.

2. Who may use Cogni.Dx

You may use the Service only if:

• You are authorised by a healthcare organisation, research site or Cogni.Dx to use the platform;
• You are legally capable of entering into a binding agreement or have appropriate authority (for example, on behalf of a hospital or research sponsor); and
• You use the Service only for lawful purposes, in accordance with these Terms and all applicable laws and professional standards.

If you are a healthcare professional or site staff, you confirm that:

• You will only use Cogni.Dx within the scope of your professional role;
• You are appropriately qualified, trained and authorised to interpret the output and make clinical decisions; and
• You will comply with your organisation's policies, clinical guidelines and any applicable regulatory requirements.

If you are a patient or carer, you should follow the instructions given by your healthcare provider when using Cogni.Dx.

3. Nature of the Service – no emergency use

Cogni.Dx is designed as a clinical decision-support and assessment tool. It:

• Collects structured history and cognitive assessment data;
• Applies defined algorithms and scoring methods; and
• Produces structured outputs intended to support, not replace, clinical judgment.

The Service:

• Does not provide medical advice directly to patients.
• Does not replace consultations with qualified healthcare professionals.
• Must not be used for medical emergencies.

If you think you or someone else may be experiencing a medical emergency, you must immediately contact emergency services or follow your local emergency procedures.

4. Accounts and access

Some parts of the Service require you to register or be registered with an account.

You agree to:

• Provide accurate, current and complete information when creating an account;
• Keep your login details confidential and secure;
• Not share your account with others or allow unauthorised access; and
• Notify us or your local system administrator immediately if you suspect any unauthorised use of your account.

We may, in our discretion:

• Suspend or terminate an account where we believe there has been misuse, breach of these Terms or a security risk;
• Require you to reset your password or use additional authentication.

5. Your responsibilities as a clinician or site user

If you are a healthcare professional, researcher or site staff, you are responsible for:

1. Data entry and interpretation

• Ensuring that the information you enter into Cogni.Dx is accurate and appropriate for the patient and context.
• Interpreting outputs in light of the patient's full clinical picture, history, investigations and professional judgment.
• Not relying solely on Cogni.Dx outputs for diagnosis or treatment decisions.

2. Patient communication and consent

• Providing patients and carers with appropriate information about how Cogni.Dx will be used in their care or assessment.
• Ensuring that any required consents, approvals or legal bases are in place before you enter or process patient data.

3. Compliance and governance

• Following your organisation's clinical governance, research ethics and information governance policies.
• Complying with applicable laws, regulations and professional standards, including those relating to medical devices, health records and data protection.

6. Acceptable use

You agree not to:

• Use the Service for any unlawful, fraudulent or malicious purpose;
• Access or attempt to access any data or part of the system that you are not authorised to access;
• Upload or transmit any content that is unlawful, defamatory, obscene, discriminatory, infringing, harmful or otherwise inappropriate;
• Introduce viruses, worms, malware or other harmful code, or attempt to disrupt or overload the Service;
• Reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Service, except to the extent permitted by law;
• Use the Service for commercial purposes not authorised by Cogni.Dx (e.g. reselling access, providing it as a service to third parties outside of your organisation's agreement);
• Circumvent or attempt to circumvent any security or access-control features.

We reserve the right to monitor usage (in compliance with applicable law) for security, performance and misuse detection, and to take appropriate action where misuse is suspected.

7. Intellectual property

Unless stated otherwise in a written agreement with your organisation:

• All intellectual property rights in and to the Service, including its software, algorithms, user interface, text, graphics, reports, branding and documentation, are owned by or licensed to Cogni.Dx.
• You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Service solely for authorised healthcare, research or administrative purposes.

You must not:

• Copy, modify, adapt or create derivative works from the Service;
• Remove or obscure any copyright, trademark or other proprietary notices;
• Use our name, logo or branding without prior written permission, except as permitted for legitimate internal use (e.g. clinic documentation referencing Cogni.Dx).

Nothing in these Terms transfers ownership of any intellectual property rights from Cogni.Dx to you.

8. Patient data and privacy

Processing of personal data (including healthcare information) via the Service is governed by:

• Our Privacy Policy, and
• Any applicable data-processing or data-sharing agreements with your organisation.

By using the Service, you acknowledge that:

• Personal data will be processed as described in the Privacy Policy;
• Healthcare organisations and research sponsors may be independent controllers of patient data and have their own obligations and privacy notices;
• You will comply with all applicable data protection laws (for example, obligations relating to confidentiality, lawful basis, consent, data minimisation and records retention).

If you are a clinician or site user, you must not export, share or disclose patient data from Cogni.Dx in a way that breaches these obligations.

9. Fees and payment (if applicable)

In most cases:

• Patients and carers do not pay Cogni.Dx directly.
• Access is provided through a contract with your healthcare organisation, research sponsor or similar entity.

Where direct fees are payable (e.g. a subscription or licence):

• The applicable fees, billing terms and payment methods will be set out in a separate order form or agreement.
• Failure to pay fees when due may result in suspension or termination of access.

These Terms do not themselves set specific pricing.

10. Availability, support and changes to the Service

We aim to provide a reliable and secure Service, but:

• We do not guarantee that the Service will always be available, uninterrupted or error-free.
• The Service may be temporarily unavailable due to maintenance, updates, security patches or factors outside our control (e.g. network failures, third-party outages).

We may:

• Introduce new features or improvements;
• Modify, suspend or discontinue parts of the Service;
• Apply updates or changes to address security, performance or regulatory requirements.

Where practicable, we will give reasonable notice to affected customers (e.g. via administrators or status pages) of significant changes.

11. Disclaimers

To the fullest extent permitted by law:

1. No warranty on content

• The Service and any information or output generated by it are provided on an "as is" and "as available" basis.
• We do not guarantee that the Service is free of errors, omissions or inaccuracies, or that it will meet your specific clinical or organisational requirements.

2. Clinical decisions

• Cogni.Dx is a support tool and does not make clinical or diagnostic decisions on its own.
• All clinical interpretation, diagnosis and treatment decisions remain the sole responsibility of qualified healthcare professionals.
• We do not accept responsibility for clinical decisions made based on the use or non-use of the Service.

3. External information

• Any references to third-party links, resources or guidelines are provided for convenience only. We do not control and are not responsible for their content.

Nothing in these Terms:

• Excludes or limits any warranties or rights which cannot be excluded or limited by law, including any rights you may have as a patient under applicable consumer or healthcare laws.

12. Limitation of liability

Nothing in these Terms limits or excludes liability for:

• Death or personal injury caused by our negligence;
• Fraud or fraudulent misrepresentation; or
• Any other liability that cannot be limited by law.

Subject to the above:

• We will not be liable for any indirect, consequential, incidental or special loss or damage, including loss of profits, loss of data, loss of goodwill or business interruption, arising from or in connection with your use of (or inability to use) the Service.
• To the extent permitted by law, our total aggregate liability to you arising out of or relating to the Service and these Terms, whether in contract, tort (including negligence) or otherwise, shall be limited to the amount (if any) paid by your organisation for your use of the Service in the 12 months preceding the event giving rise to the claim, or, if you do not pay us directly, the amount reasonably recoverable under our agreement with your organisation.

If you are a consumer/patient, any liability limits will apply only to the extent permitted by applicable consumer laws.

13. Indemnity (for organisational / professional users)

If you are using the Service in a professional or organisational capacity (for example, as a clinician, administrator, researcher or contractor), you agree to indemnify and hold harmless Cogni.Dx from and against any claims, losses, liabilities, damages, costs and expenses (including reasonable legal fees) arising from:

• Your misuse of the Service;
• Your breach of these Terms;
• Your violation of applicable laws or third-party rights; or
• Any clinical or operational decisions that you make based on the Service.

This indemnity does not apply to patients and carers using the Service solely as directed by their healthcare provider.

14. Suspension and termination

We may suspend or terminate your access to the Service (or any part of it) if:

• You materially breach these Terms or any applicable policies;
• We are instructed to do so by your organisation, research sponsor or regulator;
• Continuing to provide the Service would breach law, regulation or a third-party agreement; or
• The contract under which your organisation receives the Service ends.

You may stop using the Service at any time. If you are a clinician or site user, please follow your organisation's off-boarding and data-access procedures.

Suspension or termination of access will not affect:

• Any rights or obligations which have accrued up to that point; or
• Any provisions of these Terms that by their nature are intended to continue in effect (for example, intellectual property, liability, confidentiality).

15. Changes to these Terms

We may update these Terms from time to time, for example when:

• We introduce new features or services;
• Legal, regulatory or clinical requirements change; or
• We adjust our business or operational practices.

When we make material changes, we will take reasonable steps to notify you or your organisation (for example, by email, in-app notification, admin communication or updated postings on our website). The "Last updated" date at the top will be changed.

Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms. If you do not agree, you should stop using the Service.

16. Governing law and jurisdiction

Unless otherwise agreed in a written contract with your organisation:

• These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) will be governed by the laws of England and Wales.
• The courts of England and Wales will have exclusive jurisdiction, except where mandatory law of another jurisdiction (for example, your country's consumer protection or health law) requires otherwise.

17. Contact us

If you have any questions about these Terms or the Service, please contact:

Email: support@cognidx.co.uk

Post: Cogni.Dx Limited, 86–90 Paul Street, London EC2A 4NE, United Kingdom