Stillway Customer Agreement

Effective Date: May 27, 2026

This Customer Agreement (“Agreement”) is a binding contract between the entity or individual identified in the account registration (“Customer,” “you”) and Stillway, Inc., a Delaware corporation (“Stillway,” “we,” “us”). By creating an account on app.stillway.ai, you accept this Agreement.

If you are entering into this Agreement on behalf of a business, you represent that you have authority to bind that business to this Agreement.

1. Definitions

“Authorized Users” means the individuals within Customer’s organization permitted to access the Platform under Customer’s account, including practitioners, staff, and administrators.

“Client” means an individual who books or receives services from Customer through the Platform.

“Client Data” means all data submitted to or collected through the Platform by or on behalf of Customer’s Clients, including appointment details, contact information, intake form responses, and communications.

“Customer Data” means all data submitted to or generated through the Platform by Customer or its Authorized Users, including business information, service configurations, SOAP notes, Client Data, and SMS and email message content.

“Platform” means Stillway’s web-based scheduling, booking, and practice management software, including without limitation the Stillway App at app.stillway.ai, booking pages at book.stillway.ai, related APIs, and the embeddable chat widget.

“Subscription Plan” means the tier of Platform access selected by Customer (Independent, Studio, or Practice), as described at stillway.ai/pricing.

2. Platform Services

2.1 What Stillway Provides

Stillway provides a Platform that enables Customer to manage bookings, scheduling, client communications, payments, and practice operations (collectively, “Services”). The Platform may include AI-assisted features such as conversational booking, appointment recommendations, and note summarization.

2.2 What Stillway Does Not Provide

Stillway is not a provider of healthcare, wellness, massage therapy, or any other similar professional service. Stillway does not supervise, direct, or control the services delivered by Customer to Clients. The relationship between Customer and Client is solely between those parties.

3. Account Registration and Access

3.1 Account Responsibilities

Customer agrees to provide accurate registration information, maintain the security of account credentials, and promptly notify Stillway at support@stillway.ai if you know or suspect that your account credentials have been compromised or lost, or there has been any unauthorized access or use of your account. Customer understands and agrees that the use of valid account credentials by Customer personnel authenticates the individual’s authorized use to Stillway, and that Stillway is entitled to rely on and act on any actions received when valid account credentials are used. Customer acknowledges and agrees that it is solely responsible for all activity under its account, including from any unauthorized use of Customer’s valid account credentials, and Stillway bears no responsibility to reimburse Customer for any such amounts or liability arising from any such access or use.

3.2 Authorized Users

Customer controls which individuals have access to the Platform as Authorized Users. The number of Authorized Users permitted depends on Customer’s Subscription Plan. Customer acknowledges and agrees that each Authorized User must have their own unique set of account credentials, keep their respective account credentials secure, and not share such account credentials with any other person or third party. Customer is solely responsible for notifying each Authorized User of the terms of this Agreement and their respective compliance with the terms and conditions of this Agreement.

4. Subscription Plans and Billing

4.1 Plans and Pricing

The Platform is offered through tiered Subscription Plans with monthly or annual billing. Current plan details, pricing, and feature availability are published at stillway.ai/pricing.

4.2 Free Trial

New accounts receive a 14-day free trial with access to core Platform features. SMS messaging features (including notifications, reminders, and two-way texting) and dedicated phone number provisioning are not available during the trial period. At the end of the trial period, Customer must select a paid Subscription Plan to continue using the Platform. If no plan is selected, the account will be transitioned to a limited-access state for data export and billing management.

4.3 Billing and Payment

Subscription fees are billed in advance on a monthly or annual cycle via Stillway’s payment processor, currently Stripe. All fees are stated in US dollars and are non-refundable except as required by applicable law. Stillway reserves the right to modify pricing with 30 days’ advance notice; price changes take effect at the next billing cycle.

4.4 Authorized User Limits

Each Subscription Plan includes a maximum number of Authorized Users. If Customer requires additional Authorized Users beyond the plan limit, Stillway will provide pricing for additional seats. Unauthorized users accessing the Platform in excess of plan limits may result in additional fees, penalties, and/or account suspension until resolved.

4.5 Taxes

Fees are exclusive of applicable sales, use, and similar taxes. Customer is responsible for all taxes associated with their subscription, excluding taxes on Stillway’s net income.

4.6 Late Payment

If the payment method on file fails, Stillway will attempt to collect again using the payment method on file. A late payment fee of two percent (2%) of outstanding balance will be charged, and an additional late payment fee of one percent (1%) of the outstanding balance will be charged every 7 days thereafter until paid in full. If payment remains outstanding for more than 14 days, Stillway may suspend access to the Platform. Stillway will provide at least 7 days’ written notice before suspension for non-payment. Customer will pay all costs of collection, including attorneys’ fees and costs, for amounts that remain unpaid more than 30 days after the original due date.

5. Customer Responsibilities

5.1 Professional Licensing and Compliance

Customer is solely responsible for maintaining all professional licenses, certifications, and permits required to deliver services to Clients. Customer will comply with all applicable laws and regulations in the jurisdictions where Customer operates, including professional licensing requirements, consumer protection laws, and healthcare regulations.

5.2 Service Delivery

Customer is solely responsible for the quality, safety, and legality of services delivered to Clients. Stillway has no obligation to verify Customer’s credentials, qualifications, or service quality.

5.3 Client Relationships

Customer owns and is solely responsible for the Client relationship, including pricing, cancellation policies, no-show policies, and dispute resolution. Stillway will not be liable for or mediate disputes between Customer and Client.

5.4 Accurate Information

Customer will ensure that all information provided to the Platform, including without limitation business details, service descriptions, pricing, and availability, is true, accurate, complete, and current at all times.

5.5 Permitted and Prohibited Uses

The Platform is designed for use by licensed or legitimate service professionals in wellness, personal care, health, and related fields. Customer may only use the Platform to manage and deliver services that fall within these categories.

Customer shall not use the Platform to offer, facilitate, or advertise:

1. services that are illegal in the jurisdiction where the Customer operates or where the Client is located;

2. adult entertainment, escort services, or sexually oriented businesses;

3. services involving controlled substances, cannabis, or pharmaceutical distribution, except as specifically permitted under applicable law and approved in advance by Stillway in writing;

4. gambling, gaming, or wagering services;

5. services that fall within a prohibited business category under the terms of Stillway’s payment processing partners (currently Stripe and Square), as published on their respective websites; or

6. any business or activity that, in Stillway’s reasonable judgment, poses a material legal, regulatory, or reputational risk to Stillway, the Platform, or its users.

Stillway reserves the right to review Customer’s use of the Platform for compliance with this section and may suspend or terminate Customer’s account immediately upon determining a violation, in accordance with Section 14.3.

6. Messaging and Communications

6.1 Platform Messaging Features

The Platform includes messaging capabilities such as SMS appointment notifications, reminders, and follow-ups. Certain Subscription Plans also include two-way text messaging between Customer and Clients. The availability of specific messaging features depends on Customer’s Subscription Plan as described at stillway.ai/pricing. Two-way messaging and dedicated phone number provisioning are not available during free trial periods.

Messaging is powered by third-party providers including Twilio (SMS) and SendGrid (email).

6.2 SMS Consent and Compliance

Customer is responsible for obtaining and maintaining proper consent from Clients before sending SMS messages through the Platform, in compliance with the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, and applicable state laws. The Platform provides consent collection mechanisms during booking; Customer must ensure these are used and not circumvented.

6.3 Dedicated Phone Numbers and A2P 10DLC Registration

Two-way messaging and certain notification features on eligible Subscription Plans require a dedicated phone number provisioned through Twilio’s A2P 10DLC registration process. This process involves Customer providing business information (EIN, legal business name, business type) for registration with The Campaign Registry (TCR) via Twilio.

Customer acknowledges and agrees that:

1. A2P 10DLC approval is subject to third-party review by Twilio and TCR and is not guaranteed by Stillway.

2. The registration process may take days or weeks to complete, during which messaging capabilities may be limited to base-level notification functionality using shared sending infrastructure.

3. Registration may be rejected or suspended by Twilio or TCR for reasons outside Stillway’s control, including business verification failures or campaign content issues.

4. Subscription fees are not reduced or adjusted based on the status of A2P 10DLC registration or the availability of dedicated messaging features. The Platform provides value through scheduling, booking, and practice management capabilities regardless of dedicated SMS status.

5. Customer is responsible for the accuracy of business information provided during the registration process.

6.4 Messaging Acceptable Use

Customer shall not use Platform messaging features to:

1. send unsolicited commercial messages (spam) or messages to individuals who have not consented to receive them;

2. send messages containing content that is illegal, threatening, harassing, defamatory, obscene, or otherwise objectionable;

3. impersonate another person, business, or entity;

4. send messages for purposes unrelated to Customer’s service delivery and legitimate business operations with Clients;

5. share, sell, or transfer messaging access or phone numbers provisioned through the Platform to third parties;

6. exceed reasonable messaging volumes or use messaging features in a manner that constitutes abuse of the Platform or its underlying infrastructure;

7. send messages that violate Twilio’s Acceptable Use Policy or Messaging Policy, or SendGrid’s Acceptable Use Policy;

8. use messaging features to collect sensitive financial or health information via text message unless appropriate safeguards are in place; or

9. circumvent opt-out requests, consent requirements, or other regulatory obligations related to electronic messaging.

Stillway reserves the right to monitor messaging usage for compliance with this section and applicable law, and may suspend or restrict messaging features if violations are detected.

6.5 STOP and Opt-Out Compliance

The Platform supports standard opt-out processing (STOP/HELP keywords) as required by carrier regulations. Customer will not interfere with opt-out processing or re-enroll Clients who have opted out without obtaining new explicit consent.

7. AI Features

7.1 AI-Assisted Functionality

The Platform may offer AI-assisted features, which may use interactive prompts, including conversational booking, appointment recommendations, operational assistance, and note summarization. These features use third-party AI systems (see the Subprocessor List) that may use one or more of the following to perform tasks, analyze data, or make or assist in making decisions: programmed analytical methods, generative AI, algorithmic AI, machine learning, or other advanced algorithms.

7.2 Limitations and Human Oversight

Customer agrees not to upload or use any protected health information, trade secrets, confidential or proprietary information, or similar belonging to Customer, Clients, or other third parties when using AI features without first obtaining all necessary consents and permissions. AI features are provided as assistive tools. Customer should only use AI-assisted features for purposes of enhancing productivity, efficiency, and decision-making, and avoid over-reliance. AI-generated outputs may contain errors, omissions, inaccuracies, or otherwise problematic output, and must be carefully reviewed by Customer before being relied upon or communicated to Clients. Where appropriate, Customer agrees to disclose that the results have been generated with the assistance of AI. Customer retains full responsibility for decisions made using AI-assisted outputs.

7.3 AI Data Handling

Stillway does not use Customer Data or Client Data to train public AI models. AI processing is performed through API integrations with contractual commitments from AI subprocessors that prohibit the use of Customer data for model training. Additional details are available in Stillway’s AI Transparency Policy at stillway.ai/trust.

8. Support

Stillway provides technical support and onboarding assistance for the Platform through designated support channels as described in Stillway’s Support Policy at stillway.ai/trust. Customer agrees to use these designated channels for support requests; Stillway is not obligated to respond to support requests submitted through other means. Details regarding onboarding, support availability, response time targets, satisfaction commitment, and escalation procedures are published in the Support Policy. Stillway may update the Support Policy from time to time; the Support Policy describes Stillway’s current support practices and objectives, and does not and is not intended to create binding service level commitments.

9. Customer Data

9.1 Ownership

Customer retains all right, title, and interest in Customer Data. Stillway acquires no ownership rights in Customer Data by virtue of this Agreement.

9.2 License to Stillway

Customer grants Stillway a non-exclusive, perpetual, irrevocable, worldwide, royalty-free license to use, process, store, share, display, and transmit Customer Data as necessary to operate the Platform, provide the Services described in this Agreement, and comply with applicable laws and regulations.

9.3 Data Export

Customer may export Customer Data at any time using the Platform’s export functionality. Stillway will make Customer Data available for export in standard machine-readable formats (CSV, JSON).

9.4 Aggregated and De-Identified Data

Stillway may create aggregated, anonymized, and de-identified data derived from Customer’s use of the Platform. Such data, which cannot reasonably be used to identify Customer or any individual, may be used by Stillway for product improvement, analytics, and benchmarking, and may be aggregated with other similar data and used without restriction subject to compliance with applicable law or regulation.

10. Health Information and HIPAA

10.1 Platform Positioning

The Platform is designed primarily for appointment scheduling, practice management, and operational workflows. Customer may use Platform features (such as SOAP notes and intake forms) to document information related to Client care.

10.2 HIPAA Compliance

Stillway is not a healthcare provider and does not independently determine the purposes or means of processing health information. For Customers who are Covered Entities or Business Associates under the Health Insurance Portability and Accountability Act (“HIPAA”), Stillway offers a Business Associate Agreement (“BAA”) as an addendum to this Agreement. The BAA is available for all paid Subscription Plans and may be accepted through the Stillway App at app.stillway.ai. The BAA is not available during the free trial period. For questions, contact legal@stillway.ai.

Without an executed BAA, Stillway makes no representations regarding HIPAA compliance, Customer should not share any PHI with Stillway through the Platform or Stillway App, and Customer assumes all responsibility for determining whether the Platform is appropriate for or meets Customer’s regulatory requirements and compliance.

10.3 Customer Obligations

Whether or not a BAA is in place, Customer is responsible for (a) determining which regulatory frameworks apply to Customer’s practice, (b) configuring and using the Platform in compliance with those frameworks, and (c) limiting the information stored in the Platform to what is appropriate given Customer’s regulatory obligations and the applicable data protection controls.

11. Security

Stillway implements commercially reasonable administrative, technical, and physical safeguards to protect Customer Data from accidental loss and from unauthorized access, use, alteration, and disclosure, including encryption in transit (TLS), encryption at rest, role-based access controls, audit logging, and infrastructure monitoring. Stillway’s current security practices are described at stillway.ai/trust.

Stillway will notify Customer without unreasonable delay (and in no event later than 72 hours) upon confirming a security incident that results in unauthorized access to, disclosure of, or loss of Customer Data.

12. Confidentiality

12.1 Definition

“Confidential Information” means non-public information disclosed by either party to the other under this Agreement, including Customer Data, business plans, pricing, technical information, and product roadmaps. Confidential Information does not include information that is publicly available other than due to breach by the receiving party of this provision, already known to the receiving party without violation of a confidentiality obligation, independently developed without reference to or use of the disclosing party’s Confidential Information, or lawfully obtained from a third party that is not subject to non-disclosure or confidentiality obligations.

12.2 Obligations

Each party will (a) protect the other party’s Confidential Information using the same degree of care it uses for its own confidential information (and in no event less than reasonable care), (b) use Confidential Information only as necessary to perform its obligations under this Agreement, and (c) not disclose Confidential Information except to employees, contractors, and agents who need to know and are bound by confidentiality obligations at least as protective as these. The receiving party will remain primarily liable for any breach of the confidentiality obligations by any of its personnel, and will promptly notify the disclosing party if it determines that there has been a breach of this provision, and will reasonably assist the disclosing party to recover such Confidential Information and mitigate the impact of such breach.

13. Intellectual Property

13.1 Stillway IP

Stillway owns all right, title, and interest in and to the Platform and the Services, including all software, documentation, design, trademarks, content, and proprietary technology, and Stillway reserves all of its rights in and to all of the foregoing under copyright and other applicable intellectual property rights to the maximum extent permitted by applicable law or regulation. This Agreement does not transfer any rights or licenses or similar in or to any Stillway intellectual property to Customer except the limited rights to use the same during the Term as expressly stated herein.

13.2 Customer IP

Customer retains all intellectual property rights in Customer Data and any pre-existing materials Customer provides to the Platform or when using the Services.

13.3 Feedback

If Customer provides feedback or suggestions regarding the Platform, Stillway may use such feedback without restriction or obligation and Stillway will own all right, title, and interest, including any associated intellectual property rights, in and to the same, without compensation to Customer.

14. Term and Termination

14.1 Term

This Agreement begins when Customer creates an account and continues until terminated by either party (the “Term”).

14.2 Termination by Customer

Customer may terminate this Agreement at any time by cancelling the subscription through the Platform. Cancellation takes effect at the end of the current billing period. No refunds are issued for partial billing periods, and all payments are deemed fully earned and non-refundable when paid.

14.3 Termination by Stillway

Stillway may terminate this Agreement (a) for Customer’s material breach that remains uncured 30 days after written notice, (b) immediately if Customer violates the Permitted and Prohibited Uses provisions (Section 5.5), the Messaging Acceptable Use provisions (Section 6.4), or engages in conduct that poses a risk to Platform integrity or other customers or users, or (c) with 90 days’ prior written notice for any reason.

14.4 Effect of Termination

Upon termination, (a) Customer’s access to the Platform will end, (b) Customer will have 30 days to export Customer Data using the Platform’s export functionality (except in the event of a termination by Stillway pursuant to Section 14.3(a) or (b)), (c) following the export period, Stillway may retain or delete Customer Data at its discretion and in accordance with its Privacy Policy and applicable data retention obligations, and (d) accrued payment obligations survive termination.

15. Indemnification

15.1 Customer Indemnification

Customer will indemnify, defend, and hold harmless Stillway and its officers, directors, employees, and agents from and against any third-party claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees and costs) arising from or related to (a) Customer’s use of the Platform or Services in violation of this Agreement, (b) Customer’s delivery of or failure to deliver services to Clients, (c) Customer’s breach or violation of applicable law or regulation, including without limitation TCPA, CAN-SPAM, HIPAA, or professional licensing requirements, (d) Customer Data or other content that infringes a third party’s rights, or (e) Customer’s act, omission, or failure to act.

15.2 Stillway Indemnification

Stillway will indemnify, defend, and hold harmless Customer from and against any final determination (following any applicable appeals) finding in favor of third-party claims alleging that the Platform as provided by Stillway infringes a valid US patent, copyright, or trade secret when used without modification and in accordance with the uses permitted by this Agreement, provided Customer gives prompt written notice of such claim and copies of all associated materials, cooperates in the defense, and grants Stillway sole control of the defense and settlement.

16. Limitation of Liability

16.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER STILLWAY NOR ITS OPERATORS, CONTRACTORS, LICENSORS, VENDORS, SUPPLIERS, AND AGENTS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS (COLLECTIVELY, THE “STILLWAY PARTIES”), ON THE ONE HAND, OR CUSTOMER ON THE OTHER, WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY, PERSONAL INJURY, OR WRONGFUL DEATH, WHETHER BASED IN WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

16.2 Liability Cap

THE STILLWAY PARTIES’S TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT TO CUSTOMER WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO STILLWAY DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. ANY CLAIM MUST BE BROUGHT BY CUSTOMER WITHIN ONE YEAR OF THE DATE THAT CUSTOMER FIRST BECAME AWARE OF THE CLAIM OR SUCH CLAIM IS EXPRESSLY AND IRREVOCABLY WAIVED BY CUSTOMER.

16.3 Exceptions

The limitations in Sections 16.1 and 16.2 do not apply to (a) Customer’s indemnification obligations under Section 15.1, (b) either party’s breach of confidentiality obligations, (c) either party’s gross negligence, willful misconduct, or fraud, or violation of applicable law or regulation, or (d) Stillway’s indemnification obligations under Section 15.2.

17. Warranty Disclaimer

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE.” STILLWAY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. STILLWAY DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ALL DEFECTS WILL BE CORRECTED.

Without limiting the foregoing, Stillway makes no representations regarding the accuracy of AI-generated outputs, the approval timeline or outcome of A2P 10DLC registration, or the suitability of the Platform for Customer’s specific needs or compliance with applicable legal or regulatory requirements.

18. Dispute Resolution

18.1 Governing Law

This Agreement is governed by the laws of the State of Delaware, without regard to conflict or choice of law principles. You acknowledge that the Company is based in the United States, and makes no claim that the Services are appropriate or may be used outside of the United States; if you access or use the Services from outside the United States, you do so at your own risk and are solely responsible for compliance with the laws and regulations applicable in your jurisdiction.

18.2 Informal Resolution

Before initiating formal proceedings, except in the case of a Material Breach by Customer, each party will attempt to resolve disputes through good faith negotiation for at least 30 days after written notice of the dispute. You expressly agree that Stillway will be entitled to an award of its attorneys’ fees and costs incurred in connection with the enforcement of this Agreement.

18.3 Jurisdiction

Any dispute not resolved through negotiation will be submitted to the exclusive jurisdiction of the state and federal courts located in Boston, Massachusetts. Each party consents to personal jurisdiction in those courts.

19. General Provisions

19.1 Entire Agreement

This Agreement, together with the Terms of Service and Privacy Policy, each of which are incorporated herein by reference and made a part hereof, constitutes the entire agreement between the parties regarding the Platform and supersedes all prior agreements and understandings. In the event of any conflict between the Agreement and any such incorporated documents, the terms of this Agreement will prevail and control.

19.2 Amendments

Stillway may update this Agreement from time to time, and will use its commercially reasonable efforts to provide you with at least 30 days’ advance notice via email or in-app notification before the effective date of any material change, where reasonably practicable. Continued use of the Platform after the effective date of changes constitutes acceptance. If Customer does not agree to the updated terms, Customer may terminate this Agreement before the effective date of the changes by providing written notice to legal@stillway.ai; in such case, the prior version of the Agreement will govern through the end of the current billing period. Material changes will be clearly identified.

19.3 Assignment

Neither party may assign this Agreement without the other party’s written consent, except that Stillway may assign in connection with a merger, acquisition, or sale of all or substantially all of its assets or similar transaction.

19.4 Severability

If any provision of this Agreement is held unenforceable, such provision shall be deemed to be modified in order to reflect the original intentions of the parties as closely as possible to comply with applicable law or regulations, and the remaining provisions continue in full force and effect.

19.5 Waiver

No waiver of any provision will be effective unless in writing and signed by the waiving party, solely for the specific instance involved and will not act as a general waiver or a waiver for any other or future acts, events, or conditions; and any failure or delay by a party in enforcing its rights does not constitute a forfeiture or waiver of any such rights in the future.

19.6 Force Majeure

Neither party will be liable for delays or failures in performance resulting from causes beyond its reasonable control, including natural disasters, strikes, riot, general unavailability of the internet, acts of terrorism, war, civil commotion, insurrection, epidemics, pandemics, government actions, shortages or rationing of necessary goods or services, or third-party service outages (including without limitation Twilio, Stripe, Square, or AWS outages); provided, however, that the party so affected will use its commercially reasonable efforts to promptly resume its performance when such event has terminated or otherwise been resolved.

19.7 Notices

Notices to Stillway should be sent to legal@stillway.ai. Notices to Customer will be sent to the email address on file in the account.

20. Contact

Stillway, Inc. legal@stillway.ai

By creating an account on app.stillway.ai, Customer acknowledges having read, understood, and agreed to be bound by this Agreement.