Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and VetGuard LLC, an Illinois limited liability company doing business as VetGuard.io ("VetGuard," "VetGuard.io," "Company," "we," "us," or "our"), governing your access to and use of the VetGuard platform, including our website at vetguard.io, the application at app.vetguard.io, our API, and all related services (collectively, the "Service"). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, do not use the Service.

1. Definitions

"Authorized Users" means the individuals you authorize to access and use the Service under your account, including your employees, contractors, and agents.

"Clinical Data" means any data you submit to the Service, including but not limited to SOAP notes, invoice line items, patient records, appointment records, fee schedules, and any other veterinary practice data.

"Audit Results" means the output generated by the Service, including flagged charges, confidence scores, reconciliation reports, and recommendations.

"PIMS" means Practice Information Management Systems, including but not limited to ezyVet, Cornerstone, and any other third-party veterinary practice management software.

"AI Components" means the artificial intelligence and machine learning models, algorithms, and processing pipelines used by the Service to analyze Clinical Data and generate Audit Results.

"Subscription Period" means the period during which you have an active, paid subscription to the Service.

2. Account Registration and Eligibility

2.1 Eligibility

You must be at least 18 years of age and have the legal authority to bind the entity on whose behalf you are accepting these Terms. By registering, you represent that (a) you are authorized to act on behalf of the veterinary practice or organization you represent, (b) you have read and understood these Terms, and (c) you agree to be bound by them.

2.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials, including your password and API keys. You must immediately notify us at security@vetguard.io if you suspect unauthorized access. You are solely responsible for all activity that occurs under your account, whether or not authorized by you. VetGuard will not be liable for any loss or damage arising from your failure to protect your credentials.

2.3 Account Information

You agree to provide accurate, current, and complete information during registration and to update such information as necessary. We reserve the right to suspend or terminate accounts that contain inaccurate, false, or outdated information.

3. Description of the Service

3.1 Service Overview

VetGuard provides AI-powered billing audit services for veterinary practices. The Service analyzes Clinical Data (including SOAP notes and invoice line items) and generates Audit Results that identify potential discrepancies between services performed and charges billed.

3.2 AI-Generated Output

You acknowledge and agree that:

(a) Audit Results are advisory only. The Service is a decision-support tool, not a substitute for professional judgment. All Audit Results should be reviewed by qualified billing staff or veterinary professionals before any action is taken.

(b) No guarantee of accuracy. While we strive for high accuracy, AI Components may produce errors, false positives, or false negatives. VetGuard does not guarantee that Audit Results are complete, accurate, or error-free.

(c) No medical or veterinary advice. The Service does not provide veterinary medical advice, diagnostic services, or treatment recommendations. It analyzes billing data only.

(d) No legal or financial advice. The Service does not constitute legal, accounting, tax, or financial advice. You should consult appropriate professionals regarding billing compliance, tax obligations, and regulatory requirements.

3.3 Third-Party Integrations

The Service may integrate with third-party PIMS and other software. These integrations are provided "as is," and VetGuard is not responsible for the availability, accuracy, or functionality of third-party services. Your use of third-party integrations is subject to the respective third party's terms and conditions.

4. Subscription Plans and Payment

4.1 Subscription Plans

VetGuard offers the following subscription plans, which may be updated from time to time:

(a) Free Trial. A complimentary trial period of fourteen (14) days with full access to Service features. No credit card is required. Trial accounts that are not converted to paid subscriptions will be suspended at the end of the trial period.

(b) Starter Plan. Monthly subscription with a defined audit volume allocation, suitable for small practices.

(c) Professional Plan. Monthly subscription with a higher audit volume allocation, API access, and priority support.

(d) Enterprise Plan. Custom pricing and terms for large organizations. Enterprise terms are governed by a separate Master Service Agreement.

4.2 Fees and Billing

(a) Subscription Fees. Fees are billed monthly in advance on the anniversary of your subscription start date. All fees are quoted in U.S. dollars unless otherwise specified.

(b) Usage Overages. If your usage exceeds the audit volume included in your plan, you will be billed for overages at the per-audit rate specified in your plan details.

(c) Payment Methods. You must provide a valid payment method (credit card, debit card, or other accepted method). You authorize VetGuard to charge your payment method for all fees incurred.

(d) Late Payments. Amounts not paid within thirty (30) days of the due date will accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law. VetGuard may suspend Service access for accounts with outstanding balances exceeding thirty (30) days.

4.3 Taxes

All fees are exclusive of applicable taxes. You are responsible for paying all taxes, levies, and duties imposed by taxing authorities, excluding taxes based on VetGuard's net income.

4.4 Price Changes

VetGuard may modify pricing with thirty (30) days' prior written notice. Price changes will take effect at the start of your next Subscription Period following the notice period. If you do not agree to a price change, you may cancel your subscription before the new pricing takes effect.

4.5 Refunds

(a) Money-Back Guarantee. If you do not identify at least five hundred dollars ($500) in missed charges during your first thirty (30) days of paid service, you may request a full refund of fees paid for that period.

(b) General Refund Policy. Except as provided in Section 4.5(a), subscription fees are non-refundable. Partial-month refunds are not available.

5. Data Ownership, Privacy, and Security

5.1 Customer Data Ownership

You retain all right, title, and interest in and to your Clinical Data. VetGuard does not claim ownership of any data you submit to the Service. Nothing in these Terms transfers ownership of your data to VetGuard.

5.2 License to Process Data

By submitting Clinical Data to the Service, you grant VetGuard a limited, non-exclusive, royalty-free license to access, process, store, and transmit your Clinical Data solely for the purpose of providing and improving the Service. This license terminates upon deletion of your data in accordance with Section 5.5.

5.3 Data Security

VetGuard implements industry-standard security measures to protect your Clinical Data, including:

(a) Encryption in transit. All data transmitted between your systems and our servers is encrypted using TLS 1.2 or higher.

(b) Encryption at rest. Clinical Data stored in our databases is encrypted using AES-256 encryption.

(c) Access controls. Access to Clinical Data is restricted to authorized personnel on a need-to-know basis.

(d) Infrastructure. The Service is hosted on managed cloud infrastructure with physical security, redundancy, and disaster recovery capabilities.

5.4 Data Processing by AI

You acknowledge that Clinical Data submitted to the Service is processed by AI Components, including third-party large language model (LLM) providers. VetGuard ensures that all AI processing partners are bound by data processing agreements that require equivalent security and confidentiality protections. Clinical Data sent to AI processing partners is used solely for generating Audit Results and is not used to train third-party AI models.

5.5 Data Retention and Deletion

(a) During Subscription. Clinical Data is retained for the duration of your active subscription. Raw SOAP notes are processed and may be retained in encrypted form for auditing and debugging purposes.

(b) After Cancellation. Upon cancellation or termination of your account, VetGuard will retain your Clinical Data for thirty (30) days to facilitate reactivation. After the thirty-day retention period, all Clinical Data will be permanently deleted from our systems, except as required by law.

(c) Deletion Requests. You may request immediate deletion of your Clinical Data at any time by contacting support@vetguard.io. We will process deletion requests within ten (10) business days.

(d) Aggregate Data. VetGuard may retain and use de-identified, aggregated, anonymized data that cannot reasonably be used to identify you or your patients for analytics, benchmarking, and service improvement purposes.

5.6 Privacy Policy

Your use of the Service is also governed by our Privacy Policy, available at vetguard.io/privacy, which is incorporated by reference into these Terms.

5.7 Regulatory Compliance

(a) HIPAA. While veterinary practices are generally not subject to the Health Insurance Portability and Accountability Act (HIPAA), VetGuard implements security practices consistent with HIPAA standards as a best practice for protecting sensitive data.

(b) State and Local Laws. You are responsible for complying with all applicable federal, state, and local laws governing the collection, storage, and processing of data in your jurisdiction, including veterinary practice regulations.

6. Acceptable Use

6.1 Permitted Use

You may use the Service solely for legitimate veterinary billing audit purposes in connection with your veterinary practice operations.

6.2 Prohibited Conduct

You agree not to:

(a) Use the Service for any unlawful purpose or in violation of any applicable law or regulation.

(b) Submit Clinical Data for which you do not have the legal right to process.

(c) Attempt to reverse engineer, decompile, disassemble, or derive the source code, algorithms, or models underlying the Service or its AI Components.

(d) Interfere with, disrupt, or create an undue burden on the Service or its infrastructure.

(e) Access or attempt to access another customer's data or account.

(f) Use the Service to develop a competing product or service.

(g) Resell, sublicense, or redistribute access to the Service without written authorization from VetGuard.

(h) Circumvent or attempt to circumvent any access controls, rate limits, or security measures.

(i) Use automated scripts, bots, or crawlers to access the Service except through our published API in accordance with applicable rate limits.

(j) Submit data that contains malware, viruses, or malicious code.

6.3 Enforcement

VetGuard reserves the right to investigate and take appropriate action against violations of this section, including suspension or termination of your account without notice and without refund.

7. Intellectual Property

7.1 VetGuard IP

The Service, including its software, AI Components, algorithms, models, user interface, documentation, trademarks, and all related intellectual property, is owned by VetGuard or its licensors and is protected by copyright, trademark, patent, trade secret, and other intellectual property laws. These Terms do not grant you any right, title, or interest in VetGuard's intellectual property except for the limited right to use the Service as described herein.

7.2 Feedback

If you provide VetGuard with feedback, suggestions, or ideas regarding the Service ("Feedback"), you grant VetGuard a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Service without any obligation to you.

7.3 Audit Results

Audit Results generated by the Service using your Clinical Data are your property. VetGuard retains no ownership interest in Audit Results specific to your practice.

8. Service Availability and Support

8.1 Uptime

VetGuard will use commercially reasonable efforts to maintain Service availability of 99.5% measured on a monthly basis, excluding scheduled maintenance windows and force majeure events. Scheduled maintenance will be communicated at least twenty-four (24) hours in advance when practicable.

8.2 Support

(a) Starter Plan. Email support during business hours (Monday–Friday, 9:00 AM–5:00 PM CT), with a target response time of one (1) business day.

(b) Professional Plan. Priority email support with a target response time of four (4) business hours during business hours.

(c) Enterprise Plan. Dedicated support with response times defined in the applicable Master Service Agreement.

8.3 Modifications to the Service

VetGuard reserves the right to modify, update, or discontinue any feature or functionality of the Service at any time. We will provide reasonable notice of material changes. If a modification materially reduces the functionality of the Service, you may terminate your subscription and receive a pro-rata refund for the unused portion of the current Subscription Period.

9. Disclaimers

9.1 "As Is" Basis

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ACCURACY.

9.2 No Warranty of Results

VETGUARD DOES NOT WARRANT THAT (A) THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; (B) AUDIT RESULTS WILL BE ACCURATE, COMPLETE, OR RELIABLE; (C) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS; OR (D) ANY DEFECTS WILL BE CORRECTED. YOU USE THE SERVICE AND RELY ON AUDIT RESULTS AT YOUR OWN RISK.

9.3 AI Disclaimer

YOU ACKNOWLEDGE THAT THE SERVICE USES ARTIFICIAL INTELLIGENCE TECHNOLOGY THAT MAY PRODUCE INACCURATE OR INCOMPLETE RESULTS. AI-GENERATED OUTPUT SHOULD BE INDEPENDENTLY VERIFIED BEFORE BEING RELIED UPON FOR BILLING, FINANCIAL, OR BUSINESS DECISIONS. VETGUARD IS NOT LIABLE FOR ANY LOSSES ARISING FROM RELIANCE ON AI-GENERATED AUDIT RESULTS WITHOUT INDEPENDENT VERIFICATION.

10. Limitation of Liability

10.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL VETGUARD, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, REGARDLESS OF THE CAUSE OF ACTION OR THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF VETGUARD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Aggregate Liability Cap

VETGUARD'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO VETGUARD DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE THOUSAND U.S. DOLLARS ($1,000).

10.3 Basis of the Bargain

THE LIMITATIONS IN THIS SECTION REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. THE SERVICE WOULD NOT BE PROVIDED WITHOUT THESE LIMITATIONS.

11. Indemnification

11.1 Your Indemnification

You agree to indemnify, defend, and hold harmless VetGuard, its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) your Clinical Data; or (e) any dispute between you and a third party relating to the Service.

11.2 VetGuard Indemnification

VetGuard will indemnify and defend you against any third-party claim that the Service, as provided by VetGuard, infringes a valid U.S. patent, copyright, or trademark, provided that you (a) promptly notify VetGuard in writing of the claim, (b) grant VetGuard sole control of the defense and settlement, and (c) provide reasonable assistance at VetGuard's expense.

12. Term and Termination

12.1 Term

These Terms are effective upon your first access to the Service and remain in effect until terminated.

12.2 Termination by You

You may cancel your subscription at any time by providing thirty (30) days' written notice via email to support@vetguard.io or through the account settings in the Service. Cancellation will take effect at the end of the current Subscription Period. You will not receive a refund for the remaining portion of the current period.

12.3 Termination by VetGuard

VetGuard may suspend or terminate your access to the Service immediately, without notice, if you: (a) breach any provision of these Terms; (b) fail to pay fees when due; (c) engage in fraudulent or unlawful activity; or (d) use the Service in a manner that poses a security risk or threatens the integrity of our systems.

12.4 Effect of Termination

Upon termination: (a) your right to access and use the Service immediately ceases; (b) you must cease all use of VetGuard's intellectual property; (c) VetGuard will retain your Clinical Data for thirty (30) days, after which it will be permanently deleted; and (d) all fees owed through the date of termination remain due and payable.

12.5 Survival

Sections 5 (Data), 7 (Intellectual Property), 9 (Disclaimers), 10 (Limitation of Liability), 11 (Indemnification), 13 (Dispute Resolution), and 14 (General Provisions) will survive any termination or expiration of these Terms.

13. Dispute Resolution

13.1 Governing Law

These Terms will be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict of laws provisions.

13.2 Informal Resolution

Before initiating any formal dispute resolution, both parties agree to attempt to resolve disputes informally by contacting each other in writing. The parties will have thirty (30) days from the date of the written notice to resolve the dispute informally.

13.3 Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the Service that cannot be resolved informally will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be conducted by a single arbitrator in Chicago, Illinois, or remotely by mutual agreement. The arbitrator's decision will be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

13.4 Class Action Waiver

YOU AND VETGUARD AGREE THAT ANY DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS PART OF ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER ANY CLASS PROCEEDING.

13.5 Small Claims Exception

Either party may bring an individual action in small claims court for disputes within the court's jurisdictional limits.

13.6 Equitable Relief

Notwithstanding Section 13.3, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.

14. General Provisions

14.1 Entire Agreement

These Terms, together with the Privacy Policy and any applicable Order Form or Master Service Agreement, constitute the entire agreement between you and VetGuard with respect to the Service and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

14.2 Amendments

VetGuard may update these Terms from time to time. We will notify you of material changes by email or by posting a notice on the Service at least thirty (30) days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Service and cancel your subscription.

14.3 Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will continue in full force and effect. The invalid or unenforceable provision will be modified to the minimum extent necessary to make it valid and enforceable.

14.4 Waiver

The failure of either party to enforce any right or provision of these Terms will not constitute a waiver of that right or provision. Any waiver must be in writing and signed by the waiving party.

14.5 Assignment

You may not assign or transfer your rights or obligations under these Terms without VetGuard's prior written consent. VetGuard may assign these Terms in connection with a merger, acquisition, reorganization, sale of all or substantially all of its assets, or transfer of membership interests.

14.6 Force Majeure

Neither party will be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, riots, embargoes, acts of civil or military authority, fire, floods, power outages, internet or telecommunications failures, or cyberattacks.

14.7 Notices

Notices to VetGuard must be sent to legal@vetguard.io or by mail to:

VetGuard LLC 211 W. Wacker Drive Ste 120 PMB 2192 Chicago, IL 60606 United States

Notices to you will be sent to the email address associated with your account.

14.8 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.

14.9 Third-Party Beneficiaries

These Terms do not confer any rights or remedies on any third party.

14.10 Export Compliance

You agree to comply with all applicable export control laws and regulations, including U.S. Export Administration Regulations, and will not export or re-export the Service to any prohibited country, entity, or individual.

14.11 Government Use

If you are using the Service on behalf of a U.S. government entity, the Service is provided as "commercial computer software" and "commercial computer software documentation" as defined in 48 C.F.R. § 2.101 and related provisions.

15. Contact Information

If you have questions about these Terms, please contact us:

VetGuard LLC d/b/a VetGuard.io Email: legal@vetguard.io Support: support@vetguard.io Website: vetguard.io

By using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

© 2026 VetGuard LLC. All rights reserved.