Terms of Service

DigiAudit AI Engine Platform

Version 2.0•Last Updated: March 2, 2026

⚠️ IMPORTANT: PLEASE READ THESE TERMS CAREFULLY. BY USING THE DIGIAUDIT AI ENGINE, YOU AGREE TO THESE TERMS INCLUDING MANDATORY ARBITRATION AND CLASS ACTION WAIVER IN SECTION 14.

1. Agreement to Terms & Voluntary Consent

These Terms of Service (“Terms”) constitute a legally binding agreement between you and Digi Cosmos (A Division of Healthcart Inc.) (“Digi Cosmos,” “we,” “us,” or “our”), operating the DigiAudit AI Engine platform (the “Platform”). By accessing or using the Platform, you agree to be bound by these Terms.

VOLUNTARY DOUBLE CONSENT: Digi Cosmos (A Division of Healthcart Inc.) implements a voluntary double consent mechanism to ensure informed user participation. BY CREATING AN ACCOUNT AND ACCEPTING THESE TERMS, YOU CONFIRM THAT: (a) You have voluntarily chosen to use the DigiAudit AI Engine Platform; (b) You have read, understood, and explicitly agreed to the Terms of Service, Privacy Policy, and applicable Master Service Agreement; (c) You consent to the collection, processing, and use of your data as described in our policies; (d) Your consent is given freely without any coercion, and you understand you may withdraw consent at any time by discontinuing use of the Platform; (e) You acknowledge that withdrawal of consent may result in termination of services.

If you are entering into these Terms on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

2. Service Description

The Platform encompasses the following products and services (collectively, “Services”):

2.1 DigiAudit AI Engine (Core Platform)

  • Comprehensive digital maturity assessments across 16 pillars
  • WPS-scored strategic transformation reports and AI-generated recommendations
  • Benchmarking against industry standards and competitive intelligence
  • ROI projections, capital allocation insights, and executive-ready deliverables

2.2 Smart Risk Management Operating System (RMOS)

  • Unified risk governance across seven strategic domains: Executive Governance, Core GRC, AI Governance, Security Ops, Incident Response, Operational Audit, and Vendor Risk — comprising 34 mission-critical modules
  • Seven dedicated SME AI agents providing continuous governance intelligence and executive risk reporting
  • Executive Risk Intelligence Dashboard and Trust Scoring

2.3 Agency Operating System (AGOS)

  • AI Native Lead-to-Revenue module for multi-tenant client management
  • White-label report customization and agency CRM pipeline
  • Partner analytics, revenue calculator, and reseller capabilities

2.4 AI Native Growth & Strategy (Add-on)

  • Dynamic roadmaps, KPI & goals tracker, and GTM planning
  • Aethel Reach — AI-powered visibility & autonomous outreach
  • Smart content generation hub

AI DISCLAIMER: DigiAudit AI Engine reports are generated using artificial intelligence and machine learning technologies. While we strive for accuracy, AI-generated insights should be considered advisory in nature and not a substitute for professional consulting, legal, financial, or technical advice. Users should independently verify recommendations before implementation. Digi Cosmos (A Division of Healthcart Inc.) makes no representations or warranties regarding the accuracy, completeness, or reliability of AI-generated content.

3. Eligibility

To use the Platform, you must:

  • Be at least 18 years of age
  • Have the legal capacity to enter into binding contracts
  • Provide accurate and complete registration information
  • Accept these Terms and our Privacy Policy
  • Accept the applicable Master Service Agreement (Enterprise or Agency Partner)
  • Provide voluntary double consent to data collection and processing

4. Account Registration and Security

When you create an account, you agree to:

  • Provide accurate, current, and complete information
  • Maintain and update your information as needed
  • Keep your password secure and confidential
  • Notify us immediately of any unauthorized access
  • Be responsible for all activities under your account
  • Acknowledge that account sharing is prohibited

We reserve the right to suspend or terminate accounts that violate these Terms or engage in fraudulent activity without prior notice.

5. Acceptable Use

You agree NOT to:

  • Use the Platform for any unlawful purpose
  • Violate any applicable laws, regulations, or third-party rights
  • Upload false, misleading, or fraudulent information
  • Attempt to reverse engineer, decompile, or extract source code
  • Use automated systems to access the Platform without permission
  • Interfere with the Platform's security or functionality
  • Share access credentials with unauthorized parties
  • Use the Platform to develop competing products or services
  • Resell or redistribute Platform services without authorization
  • Circumvent any security measures or access controls
  • Harvest or collect user data without authorization

6. Intellectual Property

📌 The DigiAudit AI Engine methodology, including the 16-Pillar Digital Health Assessment Framework, Weighted Priority Scoring (WPS) System, and Multi-Agent AI Analysis Architecture, are the subject of pending patent applications filed by Digi Cosmos (A Division of Healthcart Inc.).

The Platform, including all content, features, and functionality, is owned by Digi Cosmos (A Division of Healthcart Inc.)and protected by Canadian and international intellectual property laws.

All content, features, and functionality of DigiAudit AI Engine, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, software, and the compilation thereof, are the exclusive property of Digi Cosmos (A Division of Healthcart Inc.) and are protected by Canadian and international copyright, trademark, patent, trade secret, and other intellectual property laws.

7. Your Content & Data

You retain ownership of content you submit to the Platform. By submitting content, you grant us a limited license to:

  • Process and analyze your content to provide services
  • Generate reports and recommendations based on your input
  • Use anonymized, aggregated insights to improve the Platform and AI models
  • Store your data in accordance with our data retention policies

AI DATA PROCESSING: The DigiAudit AI Engine utilizes artificial intelligence to process and analyze user-submitted data. BY USING THIS PLATFORM, YOU ACKNOWLEDGE AND CONSENT THAT: (a) AI systems may process your data to generate insights, reports, and recommendations; (b) Your business data may be used to train and contextualize AI agents scoped exclusively to your account for hyper-personalized, data-driven reports — your data is never shared with or used to train models for other users or third parties; (c) Anonymized and aggregated data may be used to improve Platform performance; (d) AI-generated outputs may contain inferences or interpretations that users should independently verify; (e) Digi Cosmos is not liable for any privacy implications arising from AI processing that complies with applicable laws.

8. Fees and Payment

Subscription fees are specified at the time of purchase. All fees are:

  • Quoted in United States Dollars (USD) unless otherwise specified
  • Exclusive of applicable taxes
  • Non-refundable except as required by law or stated in the applicable MSA
  • Subject to change with 30 days' notice for renewal periods

Payment processing is handled by Stripe. By providing payment information, you authorize us to charge the applicable fees to your payment method.

9. Data Security & Breach Disclaimer

IMPORTANT: While Digi Cosmos (A Division of Healthcart Inc.) implements industry-standard security measures, no system is completely immune to data breaches. BY USING THIS PLATFORM, YOU ACKNOWLEDGE AND AGREE THAT: (a) Digi Cosmos shall not be held liable for any data breaches, unauthorized access, or security incidents resulting from factors beyond its reasonable control, including but not limited to cyberattacks, third-party service failures, or user negligence; (b) Users are responsible for maintaining the security of their own credentials and devices; (c) Any claims for damages arising from data breaches are limited to the fees paid in the 60 days preceding the incident.

10. Disclaimers & Warranties

IMPORTANT DISCLAIMERS:

THE DIGIAUDIT AI ENGINE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. DIGI COSMOS EXPRESSLY DISCLAIMS ALL WARRANTIES INCLUDING BUT NOT LIMITED TO: (a) MERCHANTABILITY; (b) FITNESS FOR A PARTICULAR PURPOSE; (c) NON-INFRINGEMENT; (d) ACCURACY, RELIABILITY, OR COMPLETENESS OF CONTENT; (e) UNINTERRUPTED OR ERROR-FREE OPERATION; (f) SECURITY OR FREEDOM FROM VIRUSES; (g) RESULTS OR OUTCOMES FROM USE OF THE PLATFORM.

NO GUARANTEE: Digital transformation outcomes vary based on numerous factors outside of Digi Cosmos's control. Past performance metrics and benchmarks are illustrative and do not guarantee future results. ROI projections are estimates based on industry data and should not be relied upon as financial forecasts. The Platform is provided for informational and strategic planning purposes only.

WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. USERS ACKNOWLEDGE THAT AI-GENERATED CONTENT MAY CONTAIN ERRORS AND SHOULD BE INDEPENDENTLY VERIFIED.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DIGI COSMOS (A DIVISION OF HEALTHCART INC.), ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR: (a) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES; (b) LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL; (c) DAMAGES ARISING FROM UNAUTHORIZED ACCESS, DATA BREACHES, OR SECURITY INCIDENTS; (d) DAMAGES ARISING FROM AI-GENERATED CONTENT, RECOMMENDATIONS, OR DECISIONS BASED THEREON; (e) DAMAGES ARISING FROM SERVICE INTERRUPTIONS, SYSTEM FAILURES, OR THIRD-PARTY SERVICE OUTAGES; (f) DAMAGES ARISING FROM USER RELIANCE ON PLATFORM OUTPUTS WITHOUT INDEPENDENT VERIFICATION. TOTAL LIABILITY SHALL NOT EXCEED FEES PAID IN THE 60 DAYS PRECEDING ANY CLAIM.

Some jurisdictions do not allow limitations on implied warranties or liability for incidental damages. In such jurisdictions, our liability shall be limited to the greatest extent permitted by law.

12. Indemnification

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS DIGI COSMOS (A DIVISION OF HEALTHCART INC.), ITS PARENT COMPANY HEALTHCART INC., AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, LOSSES, LIABILITIES, COSTS, AND EXPENSES (INCLUDING REASONABLE LEGAL FEES) ARISING FROM OR RELATED TO: (a) Your use of the DigiAudit AI Engine Platform; (b) Your violation of these Terms or any applicable law; (c) Your infringement of any third-party rights; (d) Any content or data you submit to the Platform; (e) Your negligence or misconduct; (f) Any claims brought by third parties related to your use of Platform outputs.

13. Marketing & Communications

By providing your contact information and opting in to communications, you expressly consent to receive: (a) Transactional emails related to your account and Platform usage; (b) Marketing communications about products, services, updates, and promotional offers from Digi Cosmos; (c) Partner communications where you have provided explicit consent; (d) Industry insights, newsletters, and educational content. You may opt out of non-essential communications at any time through your account settings or by clicking unsubscribe. Your consent for marketing is voluntary and not a condition for using the Platform.

14. Dispute Resolution & Litigation Waiver

⚠️ PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

BY ACCESSING OR USING THE DIGIAUDIT AI ENGINE PLATFORM, YOU EXPRESSLY AGREE THAT: (a) Any disputes, claims, or controversies arising from or relating to this Platform shall be resolved exclusively through binding arbitration in Toronto, Ontario, Canada; (b) YOU WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTION LAWSUITS, CLASS-WIDE ARBITRATION, OR ANY REPRESENTATIVE PROCEEDINGS; (c) You waive your right to jury trial and agree that any legal proceedings shall be conducted on an individual basis only; (d) The maximum recovery in any dispute shall not exceed the fees paid by you in the 60 days preceding the claim; (e) This waiver is a material inducement for Digi Cosmos to provide access to the Platform.

15. Termination

We may suspend or terminate your access to the Platform:

  • For violation of these Terms
  • For non-payment of fees
  • For suspected fraudulent or harmful activity
  • At our discretion with reasonable notice
  • Immediately for material breach

Upon termination, you may request export of your data within 30 days. After this period, we may delete your data in accordance with our retention policies.

16. Data Retention Policy

Digi Cosmos (A Division of Healthcart Inc.) retains user data in accordance with the following schedule: (a) Active Account Data: Retained throughout the account lifecycle; (b) Closed Accounts: Core records retained for 7 years after closure for tax, legal, and compliance purposes; (c) Audit Data: Retained for the duration of subscription plus 7 years; (d) Payment Records: Retained for 7 years as required by tax regulations; (e) Consent Records: Retained for 7 years after consent withdrawal; (f) Server Logs: Retained for 90 days; (g) Anonymized Analytics: May be retained indefinitely. Users may request data deletion subject to legal retention requirements.

17. Governing Law

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada, without regard to conflict of law principles.

18. Changes to Terms

We may modify these Terms at any time. We will notify you of material changes via email or through the Platform at least 30 days before they take effect. Your continued use of the Platform after changes constitutes acceptance of the modified Terms.

19. General Provisions

  • Entire Agreement: These Terms, along with the Privacy Policy and applicable MSA, constitute the entire agreement between you and Digi Cosmos.
  • Severability: If any provision is found unenforceable, the remaining provisions continue in effect.
  • Waiver: Our failure to enforce any right does not constitute a waiver of that right.
  • Assignment: You may not assign these Terms without our consent. We may assign our rights and obligations without restriction.
  • Force Majeure: We are not liable for delays caused by circumstances beyond our reasonable control.
  • Survival: Sections relating to IP, disclaimers, liability, indemnification, and dispute resolution survive termination.

20. Contact Information

Digi Cosmos (A Division of Healthcart Inc.)

Operating as: Digi Cosmos

Platform: DigiAudit AI Engine

Ontario, Canada

Legal Inquiries: [email protected]

BY CLICKING “I ACCEPT” OR BY ACCESSING AND USING THE PLATFORM, you acknowledge that you have read, understood, and voluntarily agree to be bound by these Terms of Service, including all disclaimers, limitations of liability, and the mandatory arbitration provision.

Document ID: TOS-2.0-2026 | Effective: March 2, 2026 | Jurisdiction: Ontario, Canada

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