1. Definitions

• “Services”
  ‍Lutso’s website, mobile app (“the App”), sensor hardware kit (“the Hardware”), cloud infrastructure, and any related software, analytics, documentation, or support.
• “Customer”
  You”The individual or legal entity that purchases, subscribes to, installs, or uses the Services.
• “Older Adult”
  The older adult being monitored by the Hardware.
• “Family Caregiver”
  ‍A Customer-authorized user who receives alerts and reports.
• “Subscription Term”
  The initial and any renewal periods during which you are entitled to use the Services.
• “Agreement”
  These Terms and Conditions, plus any order confirmation, subscription plan description, or add-on executed by Lutso.

2. Scope and Parties

These Terms apply to all use of the Services. By placing an order, clicking “Accept,” or installing the Hardware, you agree to be bound by this Agreement between you and:

‍Licensor & Service Operator
Lutso Inc.
251 Little Falls Dr., Wilmington, DE 19808, USA

3. Description of Services

Lutso provides a privacy-first computer vision platform that processes on-device video to detect emergencies (like falls, fire, flooding, or inactivity) and to generate well-being insights.
‍
Key components include:

• Hardware Kit – a non-wearable sensor system installed in the home.
• Mobile App – real-time alerts and well-being reports for Family Caregivers.
• Local Processing – data is processed entirely on the device; only encrypted, minimal insights leave the home.
• Connectivity – services require continuous electricity and an active Wi-Fi, Ethernet, or LTE connection; alerts and insights may be delayed or unavailable if connection is lost.

Important Notice:
‍Lutso is not an emergency response system and does not diagnose, treat, or prevent disease.
Always call 112 or 911 in a life-threatening situation.

No Medical Advice:
Any content or insights from the Services are for general well-being purposes only. They are not medical advice, diagnosis, or treatment. Always consult a qualified healthcare provider.

4. Subscription, License, and Term

4.1 License Grant
‍Upon timely payment and agreement to these terms, Lutso grants you a limited, non-exclusive, non-transferable, and revocable license to:

• Install and use the Hardware
• Access the App and dashboards during your Subscription Term

4.2 Term and Renewals
Unless otherwise stated, the initial Subscription Term is one (1) month starting from the day your Hardware is activated.Your subscription will automatically renew monthly at the current price unless canceled before the next billing cycle.Where required (e.g., under California law), Lutso will send an email reminder 15–30 days before renewal.

4.3 Permitted and Prohibited Use
You may not

• Reverse engineer, decompile, or extract source code
• Reproduce, modify, or resell any part of the Services
• Monitor or otherwise process personal data relating to an individual without that individual’s informed consent, or—when the individual is unable to provide such consent—without the informed consent of a legally authorized representative, including an authorized family caregiver acting on the individual’s behalf
• Tamper with safety or privacy settings

No Medical Advice:
Any content or insights from the Services are for general well-being purposes only. They are not medical advice, diagnosis, or treatment. Always consult a qualified healthcare provider.

5. Eligibility and Customer Responsibilities

By using the Services, you confirm that:

• You are 18+ and legally able to enter into contracts
• You have obtained all required privacy consents from the Older Adult and others in the monitored home
• You agree to install the Hardware per Lutso’s instructions (or allow authorized installers to do so)
• You will keep payment info up to date and pay all fees on time
• You will return or purchase leased Hardware within 21 days after your Subscription ends
• You will ensure no child under 13 uses the App (Lutso is not intended for users under 13)

6. Fees, Billing, and Taxes

• Pricing: Listed in your local currency where possible; may include sales tax or VAT
• Billing Cycle: Charged monthly in advance unless otherwise noted; renews automatically
• Late Payment: Past-due accounts may accrue 1% monthly interest (or the max allowed by law)
• Refunds: Unused Hardware may be returned within 30 days for a full refund (Hardware price only)
• Late Hardware Return: Leased Hardware not returned within 21 days may result in a late fee (not exceeding device replacement cost)

7. Leased Hardware Support

If Hardware malfunctions during an active subscription, Lutso will repair or replace it free of charge—unless the issue was caused by:

• Unauthorized alterations
• Misuse
• External damage
• Installation against Lutso’s guidelines

Replacement units may be new or refurbished. If the issue was due to your misuse, Lutso may charge you the full replacement cost.

8. Platform Availability and Updates

Lutso strives to keep the platform available 24/7, except for scheduled maintenance or unforeseen events. By using the Services, you consent to automatic firmware and app updates for performance and security. Support requests submitted via app or email will be answered within a commercially reasonable time.

9. Privacy and Data Protection

We process personal data in accordance with the Lutso Privacy Policy.

• California (CCPA / CPRA):
  CA residents have the right to access, delete, or opt out of the “sale” or “sharing” of personal data. See our Privacy Policy for full rights.
• HIPAA Disclaimer:
  ‍Lutso is not a “business associate” under HIPAA and does not sign Business Associate Agreements (BAAs). Do not transmit Protected Health Information (PHI) through our Services.
• Encryption:
  All data is encrypted in transit and at rest.

10. Confidentiality

Each party agrees to protect and keep confidential the other’s non-public information. This obligation lasts for 5 years after termination of the agreement—or perpetually in the case of trade secrets.

11. Indemnification

We process personal data in accordance with the Lutso Privacy Policy.

• Your Responsibility:
  You agree to indemnify and hold Lutso harmless from any claims arising from:
  - Unauthorized or illegal use of the Services
  - Violations of this Agreement
• Lutso’s Responsibility:
  Lutso will defend you from claims that the Services infringe U.S. intellectual property rights, provided you notify us promptly and allow us to control the defense.

12. Dispute Resolution and Arbitration (U.S. Customers)

Except for small claims, any dispute must be resolved through binding arbitration (administered by JAMS under its Streamlined Rules).

• Class Action Waiver:
  Disputes must be resolved individually. No class, collective, or representative actions allowed.
• Opt-Out:
  You may opt out of arbitration by emailing info@lutsohealth.com within 30 days of first accepting these Terms.

13. Disclaimers

The Services are provided “as is” and “as available.”
Lutso disclaims all warranties, including:

• Merchantability
• Fitness for a particular purpose
• Accuracy
• Non-infringement
• Continuous availability

Some jurisdictions do not allow exclusions of implied warranties or liability for incidental damages. In those cases, Lutso’s liability is limited to the greatest extent allowed by law.

Lutso is not liable for:

• Emergency outcomes
• Improper installation by you
• Issues caused by third-party networks or service providers

14. Limitation of Liability

To the maximum extent allowed by law:

• Lutso is not liable for indirect, incidental, special, or consequential damages
• Lutso’s total liability is limited to the subscription fees you paid in the 12 months before the claim

Time to File Claims:
‍Any claim must be filed within one (1) year of when it arises, or it is permanently barred.

15. Force Majeure

Neither party is responsible for delay or failure to perform due to events beyond their control—such as natural disasters, cyberattacks, labor disputes, or government actions.

16. Export Controls and Sanctions

You may not use or export the Services:

• Into any U.S.-embargoed or EU-sanctioned country
• To any person on applicable government sanctions lists

17. Termination

Either party may terminate this agreement for a material breach that isn’t corrected within 30 days of written notice. Lutso may suspend Services immediately if payment is missed.

Upon termination:

1. All licenses end, and you must stop using the Services
2. You must return or purchase any leased Hardware
3. Sections 7–16 and 18–21 survive termination

18. Notices

Legal notices must be sent:
By email to: info@lutsohealth.com
‍By registered mail to: Lutso Inc., 251 Little Falls Dr., Wilmington, DE 19808, USA

Notices are deemed received either when the email is successfully sent or three business days after mailing.

19. Governing Law and Venue

This Agreement is governed by the laws of the state of Delaware, USA, except as modified by the arbitration clause in Section 12.
The exclusive venue for legal proceedings is the state or federal courts in Delaware.The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

20. Miscellaneous

• Assignment: You may not assign this Agreement without Lutso’s consent. Lutso may assign it in connection with a merger, acquisition, or asset sale.
• Entire Agreement: This Agreement represents the full agreement between us and supersedes any prior terms.
• Severability: If any part of this Agreement is found to be unenforceable, the rest still applies.
• No Third-Party Rights: This Agreement does not grant rights to any third parties.

21. Changes to These Terms

Lutso may modify these Terms. If we make material changes, we will:
- Post updated terms
- Provide advance notice via email or the App when legally required
- Seek your consent when required by law

Continued use of the Services after the effective date means you accept the revised Terms.

22. Contact Us

United States
‍Lutso Inc.251 Little Falls Dr., Wilmington, DE 19808

Email: info@lutsohealth.com
Phone: +372 5210740

Last updated: June 30, 2025 (amended same day to include disclaimers and change-notification clause)