NodeAI Diagnostics Corp.
WEBSITE TERMS OF USE
Last updated: May 26-2026
IMPORTANT — MEDICAL DEVICE NOTICE: NodeAI Diagnostics Corp. develops medical device software intended for use by licensed healthcare professionals. The software products described on this Site (including NodeAI OS, NodeAI Predict, and NodeAI Guide) are investigational and have not received marketing clearance, approval, or authorization from the United States Food and Drug Administration (FDA), Health Canada, or any other regulatory authority. The products are not available for sale or clinical use in any jurisdiction except under approved investigational use protocols. Nothing on this Site constitutes medical advice, a recommendation for medical treatment, or a representation regarding the safety or effectiveness of any product.
1. Agreement to These Terms
These Website Terms of Use (the “Terms”) constitute a legally binding agreement between you, whether personally or on behalf of an entity (“you”), and NodeAI Diagnostics Corp. (“NodeAI,” “we,” “us,” or “our”), concerning your access to and use of nodeaidiagnostics.com and any related media, mobile site, or application (collectively, the “Site”). NodeAI is a corporation incorporated under the laws of Ontario, Canada, with its registered office in Hamilton, Ontario, Canada.
By accessing or using the Site, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must discontinue use of the Site immediately.
We may update these Terms from time to time. We will indicate changes by updating the “Last updated” date above. Your continued use of the Site after any update constitutes acceptance of the revised Terms. We encourage you to review these Terms periodically.
The Site is intended for general informational and corporate communication purposes only. It is directed primarily at healthcare professionals, clinical researchers, investors, prospective employees, and business partners. The Site is not directed to patients, consumers seeking medical advice, or persons under the age of majority in their jurisdiction of residence.
2. Nature of the Site and Regulatory Status
The Site provides general information about NodeAI, its team, its research activities, its software pipeline, and its corporate affairs. The Site does not provide a means to purchase, license, download, or clinically use any NodeAI software product.
All references on the Site to NodeAI OS, NodeAI Predict, NodeAI Guide, or any other NodeAI software refer to products that are currently investigational. NodeAI Predict has received Breakthrough Device Designation from the United States Food and Drug Administration; this designation does not constitute marketing clearance or approval. Access to NodeAI software for research, validation, or clinical evaluation is governed by separate written agreements (including but not limited to clinical trial agreements, research collaboration agreements, and data use agreements) and is not granted by, or through, this Site.
Nothing on the Site is intended to be, and nothing on the Site should be construed as, medical advice, a substitute for clinical judgement, or a recommendation that any clinician, patient, or institution adopt or rely upon any NodeAI product for diagnosis, treatment, or any other medical purpose.
3. Eligibility and User Representations
By using the Site, you represent and warrant that:
• You have the legal capacity to enter into these Terms;
• You are at least the age of majority in your jurisdiction of residence;
• You will not access the Site by automated or non-human means, including bots, scripts, scrapers, or harvesters, except for standard search engine indexing;
• You will not use the Site for any unlawful or unauthorized purpose; and
• Your use of the Site will not violate any applicable law, regulation, or third-party right.
4. No Protected Health Information; Regulatory Carve-Outs
The Site is not designed, configured, or intended to receive, store, or transmit protected health information (“PHI”), personal health information under the Personal Health Information Protection Act, 2004 (Ontario) (“PHIPA”), individually identifiable health information under the United States Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), or any other category of regulated personal health data.
You must not submit PHI, PHIPA-regulated personal health information, HIPAA-regulated information, or any other identifiable patient information through the Site, including through any contact form, email link, or other submission mechanism. NodeAI disclaims any obligation to handle such information in accordance with HIPAA, PHIPA, or any analogous law if it is submitted through the Site in contravention of these Terms.
Clinical use of NodeAI software, clinical research collaborations, and any exchange of PHI or PHIPA-regulated information will be governed by separate written agreements containing appropriate privacy, security, and regulatory provisions.
5. Intellectual Property Rights
Unless otherwise indicated, the Site and all source code, databases, functionality, software, website design, audio, video, text, photographs, images, graphics, and other content on the Site (collectively, the “Content”), and the trademarks, service marks, trade names, and logos contained on the Site (the “Marks”), are owned or controlled by NodeAI or licensed to NodeAI. The Content and the Marks are protected by Canadian, United States, and international copyright, trademark, and other intellectual property and unfair competition laws.
“NodeAI,” “NodeAI Diagnostics,” “NodeAI OS,” “NodeAI Predict,” “NodeAI Guide,” the Canadian Lymph Node Score, and the NodeAI logo are trademarks or trade names of NodeAI Diagnostics Corp. All third-party trademarks referenced on the Site remain the property of their respective owners.
The Content and the Marks are provided on the Site on an “AS IS” basis for your information and personal, non-commercial use only. Except as expressly provided in these Terms, no portion of the Site, the Content, or the Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose without our prior written consent.
Subject to your compliance with these Terms, NodeAI grants you a limited, revocable, non-exclusive, non-transferable licence to access and view the Site and to print or download one copy of portions of the Content to which you have properly gained access, solely for your personal, non-commercial reference. All rights not expressly granted to you in these Terms are reserved by NodeAI and its licensors.
6. Prohibited Activities
You may not access or use the Site for any purpose other than the purpose for which we make it available. Without limiting the foregoing, you agree not to:
• Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without our prior written consent;
• Misrepresent your identity, affiliation, or credentials, or attempt to learn the credentials of any other user;
• Circumvent, disable, or interfere with any security-related features of the Site;
• Make disparaging, false, or misleading statements about NodeAI, its personnel, its products, or its research, or use the Site to harass, intimidate, or harm any person;
• Use the Site in a manner inconsistent with any applicable law or regulation, including without limitation export control laws, anti-spam laws, privacy laws, and securities laws;
• Upload, transmit, or attempt to upload or transmit any virus, malware, ransomware, Trojan horse, worm, time bomb, or other malicious code, or engage in any conduct that disrupts, impairs, overloads, or interferes with the Site or its underlying infrastructure;
• Engage in any automated use of the Site, including scraping, mining, harvesting, or indexing (other than by standard search engine crawlers);
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying ideas, structure, or algorithms of any portion of the Site, except to the extent expressly permitted by applicable law;
• Use the Site to develop, train, fine-tune, or evaluate any machine learning model or artificial intelligence system, or to extract content for use in any such model or system, without our prior written consent;
• Submit any protected health information, personal health information, or identifiable patient data through the Site; or
• Use the Site to compete with NodeAI, to misappropriate NodeAI’s confidential information or trade secrets, or for any other commercial purpose not expressly authorized in writing by NodeAI.
7. Submissions
If you send NodeAI any questions, comments, suggestions, ideas, feedback, proposals, or other information regarding the Site, NodeAI, or its products (collectively, “Submissions”), you acknowledge and agree that:
• Submissions are not confidential, and you should not include any confidential, proprietary, or personal health information in any Submission;
• Submissions become the sole property of NodeAI upon receipt, and NodeAI shall own exclusive rights, including all intellectual property rights, in and to the Submissions;
• NodeAI is entitled to the unrestricted use, reproduction, modification, disclosure, and dissemination of Submissions for any lawful purpose, commercial or otherwise, without acknowledgement of or compensation to you; and
• You waive all moral rights in your Submissions to the fullest extent permitted by applicable law, and you represent and warrant that any Submission is original to you or that you have all rights necessary to grant the rights described above.
This clause does not apply to information exchanged under a separate written agreement between you and NodeAI containing confidentiality, intellectual property, or similar terms (including without limitation a non-disclosure agreement, clinical trial agreement, or commercial agreement).
8. Third-Party Sites and Content
The Site may contain links to third-party websites, services, or content (“Third-Party Resources”). NodeAI does not endorse, monitor, or control Third-Party Resources, and NodeAI is not responsible for their content, accuracy, privacy practices, or any transactions you may conduct with them. Your use of any Third-Party Resource is at your sole risk and is governed by the terms and privacy policies of that resource.
9. Privacy
Your use of the Site is also governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Site, you consent to the collection, use, and disclosure of information about you as described in the Privacy Policy.
10. Investigational Use; No Medical or Investment Advice
Information on the Site about NodeAI’s products, pipeline, regulatory status, clinical trials, or research is provided for general informational purposes only. Statements regarding product performance, clinical outcomes, regulatory milestones, or commercial plans may include forward-looking statements that are subject to risks and uncertainties, and actual results may differ materially.
Nothing on the Site constitutes:
• Medical advice, a clinical recommendation, or guidance for the diagnosis, treatment, or management of any patient or condition;
• An offer to sell or a solicitation of an offer to buy any security, equity, or other financial interest in NodeAI; or
• Tax, legal, accounting, or investment advice.
You should consult qualified professionals for advice tailored to your specific circumstances. Healthcare professionals should rely on clinical training, judgement, and the official labelling and instructions for use of any device or software product.
11. Site Management
NodeAI reserves the right, but has no obligation, to: (a) monitor the Site for violations of these Terms; (b) take appropriate legal action against any person who, in NodeAI’s sole discretion, violates these Terms or any applicable law, including reporting such person to law enforcement or regulatory authorities; (c) refuse, restrict, or disable access to all or any portion of the Site at any time; and (d) otherwise manage the Site in a manner designed to protect NodeAI’s rights, property, and reputation and to facilitate the proper functioning of the Site.
12. Term and Termination
These Terms remain in effect while you use the Site. Without limiting any other provision of these Terms, NodeAI reserves the right, in its sole discretion and without notice or liability, to deny access to and use of the Site (including blocking IP addresses) to any person for any reason, including for any breach of these Terms or any applicable law.
Sections 4 (No Protected Health Information; Regulatory Carve-Outs), 5 (Intellectual Property Rights), 7 (Submissions), 10 (Investigational Use; No Medical or Investment Advice), 13 (Modifications and Interruptions), 14 (Governing Law and Jurisdiction), 15 (Dispute Resolution), 16 (Disclaimers), 17 (Limitation of Liability), 18 (Indemnification), and 20 (General) survive any termination of these Terms or your use of the Site.
13. Modifications and Interruptions
NodeAI reserves the right to change, modify, suspend, or discontinue all or any part of the Site at any time, without notice. NodeAI will not be liable to you or any third party for any modification, suspension, or discontinuation of the Site.
NodeAI does not guarantee that the Site will be available at all times. The Site may be subject to interruption due to maintenance, hardware or software issues, third-party failures, or other causes outside our reasonable control. You agree that NodeAI has no liability for any loss, damage, or inconvenience caused by your inability to access or use the Site.
14. Governing Law and Jurisdiction
These Terms and any dispute arising out of or in connection with these Terms or your use of the Site are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
Subject to Section 15, you and NodeAI submit to the exclusive jurisdiction of the courts located in Hamilton, Ontario, Canada, for the resolution of any dispute arising out of or in connection with these Terms or your use of the Site.
15. Dispute Resolution
15.1 Informal Resolution
Before initiating any formal proceeding, you agree to first attempt to resolve any dispute, controversy, or claim arising out of or in connection with these Terms or your use of the Site (a “Dispute”) by contacting NodeAI in writing at the address set out in Section 21. The parties will attempt in good faith to resolve the Dispute through informal negotiation for a period of at least thirty (30) days from the date the written notice is received.
15.2 Litigation
If the Dispute is not resolved through informal negotiation within thirty (30) days, the Dispute will be resolved by the courts identified in Section 14. The parties expressly waive any right to participate in a class action, class arbitration, or other representative proceeding in respect of any Dispute, to the fullest extent permitted by applicable law.
15.3 Equitable Relief
Notwithstanding Sections 15.1 and 15.2, NodeAI may at any time seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property, confidential information, or other proprietary rights, without first engaging in informal negotiation.
16. Disclaimers
THE SITE AND ALL CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE OF THE SITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NODEAI DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, NODEAI MAKES NO WARRANTY OR REPRESENTATION THAT (A) THE SITE OR ITS CONTENT WILL BE ACCURATE, COMPLETE, CURRENT, RELIABLE, OR ERROR-FREE; (B) THE SITE WILL BE AVAILABLE, UNINTERRUPTED, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; OR (C) ANY NODEAI PRODUCT REFERENCED ON THE SITE WILL RECEIVE REGULATORY CLEARANCE, APPROVAL, OR AUTHORIZATION, OR THAT ANY DESCRIBED PERFORMANCE, ACCURACY, OR CLINICAL BENEFIT WILL BE ACHIEVED IN ANY PARTICULAR USE.
NO ADVICE OR INFORMATION OBTAINED FROM NODEAI OR THROUGH THE SITE CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
17. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NODEAI, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, OPPORTUNITY, GOODWILL, OR DATA, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT NODEAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF NODEAI AND ITS AFFILIATES UNDER OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SITE WILL NOT EXCEED ONE HUNDRED CANADIAN DOLLARS (CAD $100).
Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages. The disclaimers and limitations in Sections 16 and 17 apply to the fullest extent permitted in the applicable jurisdiction.
18. Indemnification
You agree to defend, indemnify, and hold harmless NodeAI, its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your use of the Site; (b) your breach of these Terms; (c) your violation of any law or regulation; or (d) your violation of any third-party right, including any intellectual property, privacy, or publicity right. NodeAI reserves the right, at your expense, to assume the exclusive defence and control of any matter subject to indemnification, in which case you agree to cooperate with NodeAI’s defence.
19. Electronic Communications
You consent to receive communications from NodeAI in electronic form, including by email, by notice posted on the Site, or through any account you may establish. You agree that all agreements, notices, disclosures, and other communications that NodeAI provides electronically satisfy any legal requirement that such communications be in writing. You waive any right or requirement under any applicable law that requires an original (non-electronic) signature, delivery, or retention of non-electronic records.
20. General
These Terms, together with the Privacy Policy and any other policies or notices posted on the Site, constitute the entire agreement between you and NodeAI in respect of your use of the Site, and supersede any prior or contemporaneous agreements or communications on this subject. NodeAI’s failure to enforce any provision of these Terms is not a waiver of that provision. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid or unenforceable provision will be modified to the minimum extent necessary to make it valid and enforceable. NodeAI may assign or transfer these Terms, in whole or in part, without your consent; you may not assign or transfer these Terms without NodeAI’s prior written consent. Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and NodeAI.
These Terms have been prepared in English at the express request of the parties. Ces conditions ont été préparées en anglais à la demande expresse des parties.
21. Contact Us
If you have questions about these Terms or wish to provide notice to NodeAI, please contact:
NodeAI Diagnostics Corp.
175 Longwood Rd S, Unit 113, L8P OA1
Hamilton, Ontario, Canada
Email: mackensey@nodeai.ca
Attention: Chief Executive Officer