Terms of Service

1. Agreement to Terms

These Terms of Service (“Terms”) constitute a legally binding agreement between Omnentis LLC, operating as Vinician (“Vinician,” “we,” “us,” or “our”) and the clinic, organization, or individual (“Client” or “you”) accessing or using the Vinician platform. By accessing or using Vinician, you agree to be bound by these Terms.

2. Description of Services

Vinician provides a clinical triage and patient engagement SaaS platform designed for outpatient behavioral health and substance use treatment programs. Services include SMS-based patient check-ins and intake surveys, automated risk scoring and escalation queues, clinical documentation tools, staff dashboards, and program administration features (collectively, the “Services”).

Vinician is a software tool intended to support licensed clinical professionals. It is not a medical device, a crisis intervention service, or a substitute for clinical judgment. All clinical decisions remain the sole responsibility of the Client and its licensed staff.

3. Eligibility & Authorized Use

The Services are intended for use by licensed outpatient behavioral health programs and their authorized staff. By using Vinician, you represent that: (a) your organization is a licensed healthcare provider or treatment program; (b) you will only use the Services in compliance with applicable law, including HIPAA and 42 CFR Part 2; and (c) all staff accessing the platform are authorized by your organization.

You agree not to use Vinician for any unlawful purpose, to attempt to gain unauthorized access to any part of the platform, or to use the platform in a manner that could harm patients or third parties.

4. Business Associate Agreement

Because Vinician processes Protected Health Information (PHI) on behalf of Clients, each Client must execute a Business Associate Agreement (BAA) with Omnentis LLC prior to processing any real patient data. Use of the platform with real patient data without a signed BAA is prohibited.

5. Not a Crisis Service

Vinician is not a crisis hotline, emergency service, or real-time intervention platform. The platform surfaces risk signals and recommended actions for clinical staff to review and act upon. In the event a patient is in immediate danger, the Client’s clinical staff are solely responsible for taking appropriate action, including contacting emergency services.

Omnentis LLC expressly disclaims any liability for patient outcomes arising from the Client’s use or non-use of risk alerts generated by the platform.

6. Client Responsibilities

Client agrees to: (a) obtain all required patient consents before enrolling patients in the platform; (b) ensure that only authorized, trained staff access the platform; (c) promptly act on risk escalations in accordance with their clinical protocols; (d) maintain the confidentiality of staff login credentials; and (e) notify Omnentis LLC promptly of any suspected security incidents or unauthorized access.

7. Intellectual Property

All software, code, designs, trademarks, and content comprising the Vinician platform are the property of Omnentis LLC. Client is granted a limited, non-exclusive, non-transferable license to access and use the platform solely for its internal clinical operations during the term of its agreement with Omnentis LLC. No other rights are granted.

8. Limitation of Liability

To the fullest extent permitted by law, Omnentis LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from the Client’s use of or inability to use the Services. Omnentis LLC’s total liability for any claim arising out of or related to these Terms shall not exceed the fees paid by Client to Omnentis LLC in the three months preceding the claim.

9. Disclaimers

The Services are provided “as is” and “as available” without warranties of any kind, express or implied. Omnentis LLC does not warrant that the platform will be error-free, uninterrupted, or that any particular clinical outcome will result from its use. The platform is a software tool — clinical judgment and patient outcomes remain the responsibility of the Client.

10. Term & Termination

These Terms remain in effect for the duration of the Client’s use of the Services. Either party may terminate the relationship upon written notice. Upon termination, Client’s access to the platform will be revoked and data will be handled in accordance with the BAA and applicable law.

11. Governing Law

These Terms are governed by the laws of the State of Wyoming. Any disputes arising under these Terms shall first be addressed through good-faith negotiation between the parties.

12. Changes to Terms

We may update these Terms from time to time. We will provide notice of material changes to active Clients. Continued use of the platform after notice constitutes acceptance of the updated Terms.

13. Contact

For questions about these Terms, contact us at:

Omnentis LLC / Vinician

Email: noahfong1@gmail.com / pedroc.montes@icloud.com

Website: vinician.com