Snapval Terms of Service

Effective Date: May 1, 2026

These Terms of Service ("Terms") govern access to and use of the Snapval platform ("Snapval," "the Service," "we," "us," or "our"), operated by [Your Name] doing business as Snapval. By accessing or using the Service, the subscribing institution ("Institution," "you," or "your") agrees to be bound by these Terms.

If you are entering into these Terms on behalf of an institution, you represent that you have the authority to bind that institution to these Terms.

1. Description of Service

Snapval is a web-based clinical evaluation platform designed for use by graduate medical education (GME) programs. The Service enables program administrators to configure resident trainee profiles, distribute evaluation requests to supervising faculty via QR code, and collect and store structured performance evaluation data.

2. Accounts and Access

2.1 Institution Account

Access to Snapval is granted at the institutional program level. The Institution is responsible for designating one or more program administrators who will manage access, configure program data, and oversee use of the Service within the Institution.

2.2 User Responsibilities

The Institution is responsible for:

Ensuring that all users (administrators, faculty, and trainees) are informed of and comply with these Terms and the Snapval Privacy Policy
Maintaining the confidentiality of login credentials and authentication tokens
Promptly notifying Snapval of any suspected unauthorized access or security incident
Ensuring that use of the Service complies with the Institution's own policies, ACGME requirements, and applicable law

2.3 Acceptable Use

You agree not to use the Service to:

Upload or transmit content that is unlawful, defamatory, or fraudulent
Attempt to gain unauthorized access to other programs' data or to the underlying infrastructure
Reverse engineer, decompile, or attempt to extract source code from the Service
Use the Service for any purpose other than GME program evaluation management

2.4 Suspension for Security or Abuse

Snapval reserves the right to suspend the Institution's access to the Service immediately and without prior notice if Snapval reasonably believes that: (a) the Institution's account or credentials have been compromised; (b) activity on the account poses a security risk to Snapval or other users; (c) the Institution is using the Service in a manner that violates Section 2.3; or (d) continued access could expose Snapval or third parties to legal liability. Snapval will notify the Institution as promptly as practicable following any such suspension and will work in good faith to restore access once the issue is resolved.

3. Fees and Payment

3.1 Subscription Fees

Access to Snapval is provided on a subscription basis. Fees, billing frequency, and payment terms are set forth in the order form or agreement executed between Snapval and the Institution ("Order"). In the event of a conflict between these Terms and the Order, the Order controls with respect to fees and payment.

3.2 Early Access

Institutions participating in an early access or pilot program may access the Service at no charge for the duration of the pilot period, as specified in the applicable pilot agreement. Snapval reserves the right to convert pilot access to a paid subscription with reasonable advance notice.

3.3 Taxes

Fees are exclusive of applicable taxes. The Institution is responsible for any sales, use, or similar taxes arising from its use of the Service.

4. Data Ownership and Responsibilities

4.1 Institution Owns Its Data

All evaluation content, trainee profile data, and program configuration data entered into Snapval by or on behalf of the Institution ("Institution Data") remains the property of the Institution. Snapval does not claim any ownership interest in Institution Data.

4.2 License to Operate the Service

The Institution grants Snapval a limited, non-exclusive license to store, process, and display Institution Data solely as necessary to provide the Service. Snapval will not use Institution Data for any other purpose, including training machine learning models or sharing with third parties for commercial purposes.

4.3 Institution's Responsibility for Data

The Institution is solely responsible for:

The accuracy, completeness, and lawfulness of all Institution Data
Ensuring that the collection, storage, and use of trainee and faculty data through Snapval complies with applicable law, including FERPA, applicable state privacy laws, and the Institution's own data governance policies
Obtaining any necessary consents from trainees and faculty for evaluation data to be collected and stored through the Service
The content, accuracy, and fairness of evaluations submitted through the platform

Snapval is a tool for data collection and storage. Snapval does not review, validate, or take responsibility for the content of evaluations or any decisions made by the Institution based on that content.

5. Legal and Regulatory Context

5.1 FERPA — Not a School Official

Snapval is a software tool, not an educational institution, and does not act as a "school official" under FERPA (34 C.F.R. § 99.31(a)(1)). The Institution retains full responsibility for determining whether its use of Snapval is consistent with its FERPA obligations, including whether any disclosure of education records to Snapval requires consent or falls within a recognized exception. Snapval processes Institution Data solely as directed by the Institution and does not independently access, use, or disclose education records for any purpose other than providing the Service.

5.2 HIPAA — Not Intended for Protected Health Information

Snapval is not designed, intended, or certified for use as a platform for Protected Health Information (PHI) as defined under the Health Insurance Portability and Accountability Act (HIPAA). Clinical performance evaluations of trainees in their educational capacity are generally not PHI. The Institution is solely responsible for ensuring that no PHI is entered into the platform. Snapval expressly disclaims any obligation to comply with HIPAA as a Business Associate with respect to data entered into the Service. If the Institution believes a Business Associate Agreement is required for its specific use case, it must contact Snapval before deploying the Service.

> Note: If your institution requires a Data Processing Agreement (DPA) for non-HIPAA purposes, please contact us to discuss your requirements before deploying Snapval.

6. Confidentiality

Each party agrees to keep confidential any non-public information of the other party disclosed in connection with the Service that is designated as confidential or that reasonably should be understood to be confidential. This obligation does not apply to information that is or becomes publicly available through no fault of the receiving party, or that the receiving party independently developed without reference to the disclosing party's confidential information.

Snapval will treat Institution Data as confidential and will not disclose it to third parties except as required to provide the Service (e.g., to subprocessors such as Vercel and Supabase), as directed by the Institution, or as required by law.

6.2 Security Measures

Snapval implements reasonable technical and organizational security measures designed to protect Institution Data from unauthorized access, disclosure, or loss. These measures include encryption in transit and at rest, row-level access controls, and periodic security reviews.

Notwithstanding the foregoing, no system is perfectly secure. Snapval does not warrant that the Service will be free from security vulnerabilities or that Institution Data will never be subject to unauthorized access. The Institution is responsible for implementing appropriate security practices on its end, including management of user credentials and access.

In the event of a confirmed security incident affecting Institution Data, Snapval will notify the Institution without undue delay and will cooperate in good faith to assess and remediate the incident.

7. Availability and Service Level

7.1 Uptime Commitment

Snapval will use commercially reasonable efforts to maintain Service availability of at least 99% measured on a calendar monthly basis ("Uptime Commitment"), excluding scheduled maintenance and Excluded Downtime as defined in Section 7.2.

Uptime percentage is calculated as: (total minutes in month − unexcluded downtime minutes) / total minutes in month × 100.

7.2 Excluded Downtime

The following are excluded from uptime calculations and do not constitute a breach of the Uptime Commitment:

Scheduled maintenance communicated to the Institution at least 24 hours in advance
Downtime caused by failures of third-party infrastructure providers (Vercel, Supabase, or their upstream providers)
Downtime resulting from Force Majeure events as defined in Section 15
Downtime caused by the Institution's actions, misuse, or failure to follow Snapval's reasonable guidance
Downtime during a security suspension under Section 2.4

7.3 Remedies for Downtime

If Snapval fails to meet the Uptime Commitment in a given calendar month, the Institution's sole remedy is a pro-rated service credit equal to the fees paid for the affected days, applied to the following billing period. Service credits are not refunds and have no cash value. To claim a credit, the Institution must submit a written request within 30 days of the end of the affected month.

> Note: The Uptime Commitment is Snapval's maximum SLA obligation. No enhanced SLA is available at this time unless expressly agreed in a separate written Order.

8. Intellectual Property

8.1 Snapval Platform

All rights, title, and interest in the Snapval platform, including its software, design, and documentation, are and remain the exclusive property of Snapval and its operator. These Terms do not grant the Institution any rights in the platform beyond the limited right to use the Service as described herein.

8.2 Feedback

If the Institution or its users provide feedback or suggestions regarding the Service, Snapval may use that feedback without restriction or obligation to the Institution.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SNAPVAL DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SNAPVAL DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

SNAPVAL MAKES NO WARRANTY REGARDING THE SUITABILITY OF THE SERVICE FOR USE IN ACCREDITATION, CREDENTIALING, EMPLOYMENT, OR ANY OTHER HIGH-STAKES DECISION-MAKING CONTEXT. THE INSTITUTION IS SOLELY RESPONSIBLE FOR HOW IT USES EVALUATION DATA COLLECTED THROUGH THE SERVICE.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SNAPVAL OR ITS OPERATOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, REVENUE, PROFITS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SNAPVAL'S TOTAL CUMULATIVE LIABILITY TO THE INSTITUTION FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES PAID BY THE INSTITUTION TO SNAPVAL IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

SNAPVAL IS NOT LIABLE FOR ANY CLAIM ARISING FROM: (A) THE CONTENT OR ACCURACY OF EVALUATIONS SUBMITTED THROUGH THE PLATFORM; (B) DECISIONS MADE BY THE INSTITUTION BASED ON EVALUATION DATA; (C) THE INSTITUTION'S FAILURE TO COMPLY WITH APPLICABLE LAW OR ITS OWN POLICIES; OR (D) UNAUTHORIZED ACCESS RESULTING FROM THE INSTITUTION'S FAILURE TO MAINTAIN CREDENTIAL SECURITY.

11. Indemnification

11.1 Indemnification by Institution

The Institution agrees to indemnify, defend, and hold harmless Snapval and its operator from and against any claims, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to: (a) the Institution's use of the Service; (b) Institution Data, including any claim that Institution Data violates applicable law or the rights of a third party; (c) the Institution's breach of these Terms; or (d) any dispute between the Institution and a trainee or faculty member regarding evaluation content or outcomes.

11.2 Indemnification by Snapval

Snapval agrees to indemnify, defend, and hold harmless the Institution from and against any third-party claims, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to: (a) Snapval's gross negligence or willful misconduct in operating the Service; (b) any claim that the Snapval platform itself (excluding Institution Data) infringes a third party's intellectual property rights; or (c) Snapval's material breach of its confidentiality obligations under Section 6.

11.3 Indemnification Procedure

The party seeking indemnification must: (a) promptly notify the indemnifying party in writing of the claim; (b) grant the indemnifying party sole control of the defense and settlement; and (c) provide reasonable cooperation at the indemnifying party's expense. The indemnifying party may not settle any claim in a manner that imposes obligations or liability on the indemnified party without prior written consent.

12. Term and Termination

12.1 Term

These Terms remain in effect for as long as the Institution has an active subscription or pilot agreement with Snapval.

12.2 Termination by Institution

The Institution may terminate its subscription in accordance with the terms of the applicable Order. Early termination terms, if any, are set forth in the Order.

12.3 Termination by Snapval

Snapval may suspend or terminate the Institution's access to the Service immediately upon written notice if the Institution materially breaches these Terms and fails to cure such breach within 15 days of notice, or immediately if the breach is not capable of cure.

12.4 Effect of Termination

Upon termination, the Institution's right to access the Service ceases. Snapval will make Institution Data available for export for a period of 30 days following termination, after which Snapval may delete Institution Data in accordance with its data retention practices. Sections 4, 5, 6, 8, 9, 10, 11, 13, and 15 survive termination.

13. General

13.1 Governing Law

These Terms are governed by the laws of the State of Michigan, without regard to its conflict of law principles.

13.2 Dispute Resolution

The parties agree to resolve disputes through the following process:

Step 1 — Informal Negotiation. Before initiating arbitration, the complaining party must provide written notice to the other party describing the dispute in reasonable detail ("Dispute Notice"). The parties will attempt in good faith to resolve the dispute within 30 days of the Dispute Notice. Either party may request a meeting or call during this period.

Step 2 — Binding Arbitration. If the dispute is not resolved within 30 days of the Dispute Notice, either party may submit the dispute to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be conducted by a single arbitrator, in English, in Kent County, Michigan or by videoconference if both parties agree. The arbitrator's decision will be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Exceptions. Either party may seek injunctive or other equitable relief from a court of competent jurisdiction without first completing the informal negotiation process, where necessary to prevent irreparable harm.

Costs. Each party will bear its own legal fees in arbitration unless the arbitrator finds a claim or defense to be frivolous, in which case the arbitrator may award fees to the prevailing party.

13.3 Entire Agreement

These Terms, together with the Privacy Policy and any applicable Order, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements or understandings relating to the same subject matter.

13.4 Amendments

Snapval may update these Terms from time to time. Material changes will be communicated to program administrators by email with at least 30 days' notice. Continued use of the Service after the effective date of updated Terms constitutes acceptance.

13.5 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

13.6 No Waiver

Failure by either party to enforce any provision of these Terms will not constitute a waiver of future enforcement of that provision.

13.7 Assignment

The Institution may not assign these Terms or any rights hereunder without Snapval's prior written consent. Snapval may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.

14. Force Majeure

Neither party will be liable for any failure or delay in performance to the extent caused by circumstances beyond that party's reasonable control, including but not limited to: acts of God, natural disasters, pandemic, war, terrorism, civil unrest, government action, power failures, internet outages, or failures of third-party infrastructure providers (including Vercel, Supabase, or their upstream network and cloud providers). The affected party must promptly notify the other party and use commercially reasonable efforts to resume performance as soon as practicable.

For clarity, Force Majeure does not excuse payment obligations or suspend the Institution's obligation to maintain credential security. Downtime resulting from Force Majeure events is excluded from the Uptime Commitment under Section 7.2.

15. Customer Reference Rights

The Institution agrees that Snapval may identify the Institution by name and logo as a customer of the Service in Snapval's marketing materials, website, pitch presentations, and similar promotional contexts. Snapval will use the Institution's name and logo only in a professional manner consistent with the Institution's brand guidelines if made available.

If the Institution objects to a specific use of its name or logo, it may notify Snapval in writing and Snapval will remove or modify the reference within 30 days. This section does not grant Snapval the right to quote, paraphrase, or attribute specific statements to the Institution or its personnel without prior written approval.

16. Contact

For questions regarding these Terms:

[Your Name]
Operating as Snapval
Email: legal@snapval.com
Grand Rapids, Michigan, USA