TERMS OF SERVICE
LIFT DENTAL TECH S.R.L. · Last updated: September 3, 2026
These Terms of Service ("Terms") constitute a binding agreement between LIFT DENTAL TECH S.R.L., a company organized and existing under the laws of Romania, with its registered office at [registered address], registered with the Trade Registry under no. [●], having sole registration code (CUI) [●] ("Lift," "we," "us," or "our"), and the dental practice, clinic, or professional entity identified during registration (the "Client," "Customer," or "you"), acting through its authorized Owner(s), regarding access to and use of the Lift platform and related services (the "Service").
BY ACCESSING, REGISTERING FOR, OR USING THE SERVICE, THE OWNER SIGNING UP ON BEHALF OF THE CLIENT REPRESENTS THAT THEY HAVE THE AUTHORITY TO BIND THE CLIENT, AND THE CLIENT ACCEPTS AND AGREES TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE SERVICE.
1. Definitions
— "Account" means the Client's account on the platform, encompassing all associated Users.
— "Admin" means a User designated by an Owner with rights to manage Users (invite, remove, assign roles) but without access to billing or subscription management.
— "Content" means any data, images, diagnostic information, treatment plans, patient-related information, or other materials uploaded, submitted, or generated by the Client or its Users through the Service.
— "Member" means a User invited by an Owner or Admin who may access and use the Service in accordance with the permissions granted, but who has no billing or user-management rights.
— "Owner" means a User with full administrative control over the Account, including billing, subscription management, and user management. The individual who initially registers the Account is the first Owner.
— "Service" means the Lift software-as-a-service platform, including all associated features, updates, documentation, and support made available by Lift, accessed via web browser or any other method Lift makes available.
— "Subscription" means the recurring paid plan selected by the Client granting access to the Service.
— "User" means any individual authorized to access the Service under the Client's Account, in the capacity of Owner, Admin, or Member.
2. The Service; Nature of Rights Granted
2.1 Right to use, not a license of intellectual property. Subject to the Client's compliance with these Terms and timely payment of applicable fees, Lift grants the Client a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service during the Subscription term, solely for the Client's internal business purposes. This grant is a right of access and use of a hosted, cloud-based platform. It is not a sale, assignment, or license of any software, source code, object code, or underlying intellectual property, and no title or ownership interest in the Service is transferred to the Client under any circumstances.
2.2 Reservation of rights. Lift and its licensors retain all right, title, and interest in and to the Service, including all software, algorithms, models, visual assets, designs, trademarks, and documentation, and all intellectual property rights therein. No rights are granted to the Client other than as expressly set out in these Terms.
2.3 Modifications to the Service. Lift may modify, update, suspend, or discontinue any feature of the Service at any time, provided that Lift will use commercially reasonable efforts not to materially degrade the core functionality of the Service during a paid Subscription term without reasonable notice.
3. Accounts and User Roles
3.1 Registration. The Client must register for an Account to use the Service and must provide accurate, current, and complete information. The individual completing registration on behalf of the Client is designated the first Owner.
3.2 Roles and permissions. The Service supports the following User roles:
— Owner — full control over the Account, including billing and payment method management, Subscription changes and cancellation, and full user management (inviting, removing, and reassigning roles of Admins and Members). A Client Account may designate more than one Owner.
— Admin — may invite, remove, and manage Members and their permissions within the Service, but has no access to billing information, payment methods, or Subscription controls.
— Member — may access and use the Service's features as invited and configured by an Owner or Admin, with no billing or user-management rights.
3.3 Client responsibility for Users. The Client is solely responsible for: (a) all activity occurring under its Account, regardless of which User performed it; (b) ensuring that each User it invites is authorized to access the Content made available to them, including any patient-related information; (c) promptly removing Users who should no longer have access (e.g., departing staff); and (d) the accuracy of role assignments. Lift is not responsible for verifying the professional credentials, licensure, or authority of any individual Owner, Admin, or Member.
3.4 Account security. Users must maintain the confidentiality of their login credentials. The Client must notify Lift promptly of any unauthorized access or use of the Account.
4. Subscription, Fees, and Payment
4.1 Monthly subscription. Access to the Service is provided on a paid, recurring monthly Subscription basis, as selected by the Owner at sign-up or subsequently modified by an Owner. Fees are set out on Lift's pricing page or in an applicable order form, and are payable in advance for each billing cycle.
4.2 Automatic renewal. THE SUBSCRIPTION AUTOMATICALLY RENEWS AT THE END OF EACH MONTHLY BILLING PERIOD FOR A SUCCESSIVE PERIOD OF THE SAME DURATION, AT LIFT'S THEN-CURRENT PRICING, UNLESS AND UNTIL AN OWNER CANCELS THE SUBSCRIPTION IN ACCORDANCE WITH SECTION 4.5. By subscribing, the Owner authorizes Lift (or its payment processor) to automatically charge the payment method on file at the start of each renewal period, without further authorization required for each individual charge.
4.3 Billing control. Only Owners may add, update, or remove payment methods, view invoices, upgrade or downgrade the Subscription, or cancel the Subscription. Admins and Members have no access to billing functions.
4.4 Price changes. Lift may change Subscription fees for future billing periods by providing at least thirty (30) days' notice to the Owner. Continued use of the Service after a price change takes effect constitutes acceptance of the new pricing; if the Client does not agree, its sole remedy is to cancel the Subscription before the change takes effect.
4.5 Cancellation. An Owner may cancel the Subscription at any time by following the cancellation process made available within the Service (or by contacting Lift support, as instructed therein). Cancellation takes effect at the end of the then-current billing period; the Client will retain access to the Service through the end of the paid period, and no further charges will be made thereafter. Cancellation is not effective, and automatic renewal will continue, until completed through the designated process.
4.6 No refunds. Except as required by applicable law, fees are non-refundable, including for partial billing periods, unused access, or early cancellation. Failure to pay may result in suspension or termination of access in accordance with Section 9.
4.7 Taxes. Fees are exclusive of applicable taxes, levies, or duties, which the Client is responsible for, other than taxes based on Lift's net income.
5. Client Data and Content
5.1 Ownership. As between the parties, the Client retains all right, title, and interest in and to the Content it or its Users submit to the Service, including any patient-related or clinical information. Lift claims no ownership over Content.
5.2 License to Lift. The Client grants Lift a non-exclusive, worldwide, royalty-free license to host, store, process, transmit, and display Content solely as necessary to provide, maintain, secure, and improve the Service, and to produce aggregated or de-identified data that does not identify the Client, any User, or any patient.
5.3 Client responsibility for Content and compliance. The Client is solely responsible for: (a) the accuracy, quality, and legality of all Content; (b) obtaining all consents required from patients or third parties for Content to be processed through the Service; and (c) ensuring its use of the Service complies with all applicable healthcare, data protection, and patient-privacy laws and professional obligations in its jurisdiction (including, where applicable, GDPR and any national rules on the processing of health data). Where Lift processes personal data on the Client's behalf as a data processor, the parties will enter into a separate data processing agreement governing such processing.
5.4 Data export and deletion. Upon termination, the Client may request export of its Content for a period of thirty (30) days, after which Lift may delete Content from its active systems, subject to any residual copies retained in backups for a limited period or as required by law.
6. Acceptable Use
The Client shall not, and shall ensure its Users do not:
— Use the Service for any unlawful purpose or in violation of any applicable law or professional regulation;
— Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying models of the Service, except to the extent such restriction is prohibited by applicable law;
— Resell, sublicense, rent, lease, or otherwise make the Service available to any third party outside of the Client's own Owners, Admins, and Members;
— Upload Content that infringes third-party rights, is unlawful, or that the Client is not authorized to share;
— Interfere with or disrupt the integrity or performance of the Service, or attempt to gain unauthorized access to it or related systems;
— Use the Service to build a competing product or service;
— Remove, obscure, or alter any proprietary notices on the Service.
Lift may suspend access for any User or the Account where it reasonably believes this Section has been violated, following notice to the Owner where practicable.
7. Clinical Use and Professional Responsibility
7.1 Tool, not a clinician. The Service is a visualization, communication, and case-management tool intended to support dental professionals in presenting diagnostic and treatment information to patients. The Service does not provide medical or dental advice, diagnosis, or treatment recommendations, and is not a substitute for the independent professional judgment, training, licensure, and clinical responsibility of the treating dentist or clinician.
7.2 Sole responsibility of the treating clinician. The Client acknowledges and agrees that all diagnostic conclusions, treatment planning decisions, clinical judgments, patient communications, and treatments actually performed remain the sole responsibility of the treating dentist and the Client, regardless of any information, visualization, or output generated, displayed, or facilitated by the Service. Lift makes no representation or warranty as to the clinical accuracy, completeness, or suitability of any visualization or output for any particular patient or case, and any such output must be independently verified and exercised by a qualified professional before being relied upon or communicated to a patient.
7.3 No liability for clinical use or outcomes. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LIFT SHALL HAVE NO LIABILITY WHATSOEVER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY CLAIM, LOSS, DAMAGE, OR LIABILITY ARISING OUT OF OR IN CONNECTION WITH: (A) ANY DIAGNOSIS, TREATMENT PLAN, OR CLINICAL DECISION MADE BY A DENTIST OR OTHER PROFESSIONAL USING THE SERVICE; (B) ANY TREATMENT ADMINISTERED TO, OR OUTCOME EXPERIENCED BY, ANY PATIENT OF THE CLIENT; (C) ANY MISCOMMUNICATION, MISREPRESENTATION, OR MISUNDERSTANDING BETWEEN THE CLIENT (OR ITS USERS) AND A PATIENT, INCLUDING IN RELATION TO CASE PRESENTATIONS OR VISUALIZATIONS GENERATED THROUGH THE SERVICE; OR (D) ANY CLAIM BROUGHT BY A PATIENT OR THIRD PARTY AGAINST THE CLIENT OR ANY USER. THE CLIENT ASSUMES FULL RESPONSIBILITY AND RISK FOR ITS AND ITS USERS' USE OF THE SERVICE IN A CLINICAL SETTING.
8. Third-Party Services
The Service may integrate with or link to third-party services (e.g., payment processors, cloud hosting, practice-management software). Lift is not responsible for the availability, content, or performance of third-party services, and use of such services may be subject to separate terms between the Client and the relevant third party.
9. Term, Suspension, and Termination
9.1 Term. These Terms remain in effect for as long as the Client maintains an active Account or Subscription.
9.2 Termination for cause. Either party may terminate these Terms immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days of notice, or immediately if the Client fails to pay undisputed fees when due.
9.3 Suspension. Lift may suspend the Client's or any User's access to the Service, without liability, if: (a) required to do so by law; (b) the Client's use poses a security risk to the Service or other customers; (c) fees remain unpaid after notice; or (d) the Client is reasonably suspected of violating Section 6 (Acceptable Use).
9.4 Effect of termination. Upon termination or expiration, the Client's right to access the Service immediately ceases. Sections that by their nature should survive termination (including Sections 2.2, 4.6, 5, 7, 10, 11, 12, and 14) will survive.
10. Disclaimer of Warranties
EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. LIFT DOES NOT WARRANT THAT THE SERVICE WILL MEET THE CLIENT'S REQUIREMENTS OR THAT ANY OUTPUT OF THE SERVICE WILL BE ACCURATE, COMPLETE, OR RELIABLE FOR ANY CLINICAL, DIAGNOSTIC, OR PATIENT-FACING PURPOSE.
11. Limitation of Liability
11.1 Exclusion of indirect damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LIFT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF LIFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
11.2 Cap on liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LIFT'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO LIFT IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
11.3 Clinical use carve-out. FOR THE AVOIDANCE OF DOUBT, AND WITHOUT LIMITING SECTION 7, THE LIMITATIONS IN THIS SECTION 11 APPLY IN ADDITION TO, AND NOT IN SUBSTITUTION OF, THE COMPLETE EXCLUSION OF LIABILITY FOR CLINICAL AND PATIENT-RELATED MATTERS SET OUT IN SECTION 7.3.
11.4 Basis of the bargain. The parties acknowledge that the fees charged for the Service reflect the allocation of risk set out in this Section 11, and that these limitations are an essential basis of the parties' agreement.
12. Indemnification
12.1 By the Client. The Client will defend, indemnify, and hold harmless Lift and its officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) the Client's or any User's use of the Service; (b) any Content submitted by the Client or its Users; (c) any diagnosis, treatment, patient communication, or clinical outcome connected to the Client's use of the Service; or (d) the Client's breach of these Terms or applicable law.
12.2 By Lift. Lift will defend the Client against any third-party claim alleging that the Service, as provided by Lift and used in accordance with these Terms, infringes such third party's intellectual property rights, and will indemnify the Client against damages finally awarded, subject to the limitations in Section 11.
13. Confidentiality
Each party may have access to non-public information of the other party ("Confidential Information"). Each party agrees to use the other's Confidential Information solely to perform its obligations under these Terms, and not to disclose it to third parties except to employees, contractors, or advisors bound by confidentiality obligations, or as required by law. This Section does not apply to information that is or becomes public through no fault of the receiving party, was already known to it, or is independently developed.
14. General Provisions
14.1 Changes to these Terms. Lift may update these Terms from time to time. Material changes will be notified to the Owner (e.g., by email or in-app notice) at least fifteen (15) days before taking effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.
14.2 Assignment. The Client may not assign or transfer these Terms without Lift's prior written consent. Lift may assign these Terms in connection with a merger, acquisition, or sale of substantially all its assets.
14.3 Force majeure. Neither party will be liable for delay or failure to perform resulting from causes beyond its reasonable control, including natural disasters, war, labor disputes, internet or utility failures, or governmental action.
14.4 Independent contractors. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.
14.5 Notices. Notices to Lift must be sent to [legal/notice email address]. Notices to the Client will be sent to the email address of the Account's primary Owner.
14.6 Severability. If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.
14.7 Entire agreement. These Terms, together with any order form, data processing agreement, and policies referenced herein, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements or understandings, written or oral.
14.8 No waiver. Failure by either party to enforce any provision of these Terms will not constitute a waiver of future enforcement of that or any other provision.
14.9 Governing law and jurisdiction. These Terms are governed by the laws of Romania, without regard to its conflict-of-laws principles. Any dispute arising out of or related to these Terms will be subject to the exclusive jurisdiction of the competent courts of [city], Romania, except where mandatory consumer or local law provides otherwise.
14.10 Contact. Questions about these Terms may be directed to [contact email/address].