Terms of Service

Effective date: 16 September 2026

These Terms of Service (“Terms”) govern access to and use of Occlus, a healthcare artificial-intelligence and software platform operated by Precision Expert Holdings Limited, a company incorporated in Hong Kong.

Occlus develops healthcare AI infrastructure and AI-enabled software-as-a-service products, including practice-management and patient relationship management software, workflow and communications automation, clinical documentation technologies and AI-assisted dental imaging systems.

In these Terms, “Occlus,” “we,” “us,” and “our” mean Precision Expert Holdings Limited.

“Clinic,” “Customer,” “you,” or “your” means the healthcare practice, clinic, company or other organisation that subscribes to or otherwise uses the Services.

These Terms are intended principally for business customers and healthcare providers, not individual patients.

By signing an order form, entering into a subscription, clicking to accept these Terms, activating an Occlus account or using the Services on behalf of a Clinic, you confirm that you have authority to bind that Clinic to these Terms.

1. The Services

Occlus may provide features including:

• practice-management software;
• patient relationship management;
• appointment scheduling and booking;
• patient records;
• billing and account management;
• patient communications;
• messaging automation;
• workflow automation;
• clinical notes and documentation;
• dental and periodontal charting;
• document generation;
• AI-assisted transcription;
• AI-assisted administrative functions;
• AI-assisted clinical documentation;
• dental imaging storage and analysis;
• Periomind;
• reporting and analytics; and
• related healthcare AI and infrastructure services.

The particular Services available to a Clinic depend on its subscription, order form, enabled features and applicable pilot programmes.

We may improve, modify or update the Services from time to time, provided that we will not intentionally remove material paid functionality during a committed subscription period without reasonable cause or an appropriate replacement, except where modification is reasonably required for security, legal, regulatory or patient-safety reasons.

2. Order forms and subscriptions

A Clinic’s subscription may be documented in an order form, proposal, subscription confirmation or other written agreement accepted by the parties (“Order Form”).

An Order Form may specify matters including:

• subscription term;
• number of users, practitioners or locations;
• included products and features;
• usage allowances;
• implementation services;
• pricing;
• billing frequency;
• renewal arrangements; and
• additional commercial terms.

If there is a conflict:

1. a signed Order Form prevails regarding commercial terms specifically addressed by that Order Form;
2. an applicable data-processing agreement prevails regarding processing of personal data; and
3. these Terms otherwise apply.

3. Clinic accounts

The Clinic is responsible for:

• ensuring that account information is accurate;
• determining which personnel should have access;
• assigning appropriate roles and permissions;
• removing access when a person no longer requires it;
• protecting account credentials;
• maintaining appropriate security on devices used to access Occlus; and
• notifying us promptly if unauthorised access is suspected.

User accounts should be assigned to identifiable individual users where the Services support individual accounts.

Credentials must not be deliberately shared between persons where doing so would undermine access controls or audit records.

The Clinic is responsible for activities performed through its authorised accounts except to the extent caused by a failure of Occlus’s security controls.

4. Clinic responsibilities

The Clinic remains responsible for the healthcare services it provides.

The Clinic must:

• comply with laws, professional standards and regulatory obligations applicable to its practice;
• ensure that persons using Occlus have appropriate authority and professional qualifications;
• determine what information should form part of a patient’s clinical record;
• maintain appropriate patient notices and consents;
• obtain consent for recording or transcription where required;
• comply with applicable requirements concerning direct marketing and patient communications;
• use reasonable care when entering or importing patient data;
• establish appropriate internal access permissions;
• maintain its professional and statutory record-retention obligations;
• independently assess clinical information before relying on it for patient care; and
• ensure that Occlus is not used unlawfully or for purposes outside the Clinic’s professional scope.

The Clinic remains responsible for diagnosis, treatment, prescriptions, referrals and all other clinical decisions.

5. No medical practice by Occlus

Precision Expert Holdings Limited is a technology provider.

Providing the Services does not mean that Precision Expert Holdings Limited:

• practises dentistry or medicine;
• establishes a practitioner-patient relationship;
• diagnoses a patient;
• prescribes treatment;
• provides emergency healthcare;
• replaces a dentist, doctor or other qualified professional; or
• assumes the professional duties owed by a healthcare professional to a patient.

Clinical decisions remain the responsibility of the appropriately qualified healthcare professional.

6. Artificial intelligence

Some Occlus features use artificial intelligence or automated processing.

AI systems may produce incomplete, inaccurate, unexpected or incorrect results.

Accordingly:

• AI output must be treated as assistance rather than unquestioned fact;
• clinically relevant output must be reviewed by an appropriately qualified professional;
• a Clinic must not automatically incorporate an AI-generated clinical statement into a patient’s final record without appropriate review;
• AI-generated drafts should be corrected where necessary before signing or approving them; and
• AI must not be used as the sole basis for a clinical decision where professional review is appropriate.

The Clinic is responsible for ensuring its users understand these limitations.

7. Clinical documentation and transcription

Occlus may provide tools for dictation, transcription and preparation of draft clinical notes.

The Clinic must ensure that:

• any required patient consent has been obtained before consultation transcription begins;
• users verify that transcription accurately reflects what was said;
• draft clinical documentation is reviewed before approval;
• incorrect or unsupported statements are corrected or rejected; and
• only an appropriately authorised professional signs or approves a clinical record.

Temporary transcripts and source recordings are handled in accordance with the applicable Privacy Policy and data-processing arrangements.

Occlus is not responsible for a clinical decision made from an unreviewed draft contrary to this section.

8. Periomind

Periomind is Occlus’s AI-assisted dental imaging technology.

Where Periomind is supplied as a pilot, beta, evaluation or pre-release feature, the Clinic acknowledges that it remains under evaluation and may be modified as testing continues.

Periomind is intended to assist qualified dental professionals reviewing dental radiographs.

Periomind:

• may fail to identify an abnormality;
• may identify a finding that is not present;
• may produce an incomplete result;
• may be affected by image quality, positioning, modality or other technical factors; and
• must not be relied upon as the sole basis for diagnosis or treatment.

A qualified dental professional must independently review the underlying radiograph and determine the appropriate clinical conclusion.

The Clinic must not represent Periomind to patients or other persons as providing an autonomous or guaranteed diagnosis.

We may modify, restrict, suspend or discontinue pilot functionality where reasonably necessary for testing, safety, regulatory, technical or operational reasons.

9. Pilot and beta services

Occlus may make certain functions available as:

• beta;
• pilot;
• preview;
• research;
• evaluation;
• early-access; or
• pre-release services.

Such services may change more frequently than generally released Services and may contain errors or incomplete functionality.

Unless otherwise agreed in writing, participation in a pilot does not guarantee that the relevant feature will become generally available.

Nothing in these Terms is intended to exempt a product or service from any law or regulatory requirement that otherwise applies to it.

10. Patient and Clinic Data

As between Occlus and the Clinic, the Clinic retains its rights in data and content supplied to Occlus by or on behalf of the Clinic (“Clinic Data”).

The Clinic grants us the rights reasonably necessary to:

• host;
• copy;
• transmit;
• process;
• secure;
• back up;
• display; and
• otherwise handle Clinic Data

for the purpose of providing, maintaining, securing and supporting the Services and carrying out other processing expressly permitted by the applicable agreement.

We do not acquire ownership of a Clinic’s patient records merely because they are stored in Occlus.

11. Personal data

Where the Clinic determines the purpose for which patient personal data is collected and used, the Clinic generally acts as the relevant data user and Occlus processes that information on its behalf.

The parties will comply with the applicable Personal Data (Privacy) Ordinance (Cap. 486) requirements relevant to their respective roles.

Where a separate Data Processing Agreement applies, that agreement forms part of the contractual arrangements between the parties.

The Clinic authorises Occlus to engage appropriate subprocessors and technology service providers required to provide the Services, subject to applicable contractual and data-protection controls.

Personal data may be processed outside Hong Kong as described in the Occlus Privacy Policy and applicable data-processing documentation.

12. Anonymised and aggregated information

Occlus may create and use information that has been aggregated or properly anonymised so that it no longer reasonably identifies a patient or other individual.

Such information may be used for purposes including:

• security;
• analytics;
• platform operation;
• service measurement;
• research;
• testing;
• validation;
• product development; and
• improvement of Occlus technologies.

We will not deliberately attempt to re-identify information that has been treated as irreversibly anonymised for these purposes.

13. Dental imaging development programme

A Clinic may be offered an optional feature allowing eligible dental-imaging information and associated professional feedback to contribute to evaluation and improvement of Occlus dental-imaging systems.

Unless otherwise agreed, this feature is disabled by default.

Where enabled, Occlus applies technical and organisational procedures intended to prevent patient-identifying information from being included in development datasets, including appropriate removal or screening of identifying information.

Where data remains personal data, it will remain subject to the applicable data-processing arrangements and the PDPO.

The Clinic is responsible for satisfying any patient-notice, consent or other requirements that apply to the Clinic’s decision to enable a secondary use of personal data.

Nothing in this section permits the use of personal data for a new purpose where the PDPO requires prescribed consent and that requirement has not been satisfied.

14. Communications services

Occlus may integrate with third-party communications platforms.

The Clinic acknowledges that:

• delivery may depend on third-party communications networks and platforms;
• third-party platform rules may apply;
• features may be affected by changes made by those platforms;
• numbers or accounts associated with an external communications platform may remain subject to that platform’s rules; and
• Occlus cannot guarantee uninterrupted availability of infrastructure outside its reasonable control.

The Clinic must not use communications functionality for spam, harassment, unlawful direct marketing or other prohibited activity.

The Clinic is responsible for the content of communications sent on its behalf and for obtaining any consent required to send them.

15. Acceptable use

The Clinic and its users must not:

• use Occlus unlawfully;
• gain or attempt to gain unauthorised access to another Clinic’s information;
• circumvent authentication or access controls;
• introduce malware or malicious code;
• deliberately interfere with the operation or security of the Services;
• conduct unauthorised penetration testing;
• use automated methods to overload or abuse the Services;
• use the Services to harass, defraud or impersonate another person;
• use the Services to send unlawful communications;
• knowingly upload material the Clinic has no right to process;
• attempt to obtain source code except where applicable law expressly permits it;
• reverse engineer or reproduce proprietary models, algorithms or software except where such restriction is prohibited by law; or
• resell, sublicense or make the Services available to unrelated third parties unless authorised by us in writing.

Reasonable integration activity using APIs or interfaces expressly made available by Occlus is permitted in accordance with the relevant documentation.

16. Intellectual property

Occlus and its licensors retain all rights in and to the Services, including:

• software;
• source code;
• object code;
• interface designs;
• workflows;
• databases and database structures;
• APIs;
• artificial-intelligence systems;
• models;
• model weights;
• algorithms;
• prompts and system logic;
• documentation;
• branding;
• trademarks;
• designs; and
• other technology and intellectual property developed independently of Clinic Data.

Except for the limited right to use the Services during the applicable subscription, no intellectual-property rights are transferred to the Clinic.

“Occlus,” “Periomind,” and associated branding may not be used in a way that falsely suggests ownership, endorsement or affiliation without our permission.

17. Feedback

The Clinic may provide suggestions, ideas or other feedback concerning Occlus.

Provided that feedback does not contain patient personal data or confidential information belonging to the Clinic, Occlus may use that feedback to develop or improve its products without restriction or payment.

We will not identify the Clinic publicly as the source of feedback without permission.

18. Confidentiality

Each party may receive non-public information belonging to the other.

Each party must:

• use confidential information only for purposes connected with the parties’ relationship;
• protect it using reasonable care;
• disclose it only to personnel, professional advisers and service providers who reasonably require access and are subject to appropriate confidentiality obligations; and
• not disclose it to unrelated third parties except with permission or where required by law.

Confidential information does not include information that the receiving party can demonstrate:

• is lawfully public through no breach of these Terms;
• was already lawfully known to it;
• was independently developed without using the other party’s confidential information; or
• was lawfully obtained from another source without an obligation of confidence.

Patient personal data is additionally subject to the privacy and data-protection provisions applicable to the Services.

19. Security

Occlus will maintain reasonable technical and organisational measures designed to protect the Services and personal data processed through them.

These may include:

• encryption;
• authentication controls;
• role-based access controls;
• tenant or Clinic separation;
• audit logging;
• restricted administrative access;
• security monitoring;
• backup procedures; and
• incident-response procedures.

The Clinic acknowledges that no internet-connected system can guarantee absolute security.

The Clinic must maintain reasonable security over its own users, credentials, devices, networks and internal processes.

20. Backups and data availability

Occlus may maintain backups and recovery mechanisms as part of its operational resilience arrangements.

Unless an Order Form expressly states otherwise, backup systems are designed for service recovery and are not intended to replace the Clinic’s own governance and legal obligations.

The Clinic should use available export functionality or other agreed mechanisms where it requires separate copies of information for its own business-continuity purposes.

21. Service availability

We aim to make Occlus reasonably available and reliable.

However, the Services may occasionally be unavailable because of:

• planned maintenance;
• emergency maintenance;
• security incidents;
• software updates;
• telecommunications failures;
• third-party service outages;
• infrastructure failures;
• regulatory requirements; or
• circumstances outside our reasonable control.

Unless expressly provided in an Order Form or separate service-level agreement, we do not guarantee a specific percentage of uptime.

We will use reasonable skill and care in providing the Services.

22. Support

Support arrangements may depend on the Clinic’s subscription or Order Form.

The Clinic must provide reasonable information necessary for us to investigate technical issues.

We may access relevant technical information, logs or account configuration where reasonably necessary to provide support, investigate security issues or maintain the Services.

Access to patient information for support purposes will be limited to what is reasonably necessary and subject to appropriate access controls.

23. Fees

The Clinic must pay the fees specified in the applicable Order Form or subscription arrangement.

Unless otherwise stated:

• subscription fees are charged according to the agreed billing cycle;
• fees exclude taxes, levies or similar government charges that may lawfully apply;
• usage exceeding an agreed allowance may be subject to additional charges where specified in the applicable plan;
• fees already paid are non-refundable except where required by law, expressly provided in an Order Form or agreed by us in writing; and
• the Clinic is responsible for keeping its billing information current.

We may suspend paid Services after giving reasonable notice where undisputed amounts remain materially overdue.

A suspension for non-payment does not remove the Clinic’s obligation to pay amounts properly due.

24. Changes to pricing

Pricing during a committed subscription term will be governed by the applicable Order Form.

We may change standard pricing for a future subscription or renewal period by providing reasonable advance notice.

A price change does not retrospectively increase charges already accrued.

25. Suspension

We may temporarily restrict or suspend access where reasonably necessary because:

• payment is materially overdue;
• we reasonably believe an account has been compromised;
• use of the Services creates a material security risk;
• the Clinic materially breaches these Terms;
• the Services are being used unlawfully;
• continued operation creates a material patient-safety concern;
• a third-party platform required for the relevant feature has suspended access;
• suspension is required by law or a competent authority; or
• emergency action is reasonably necessary to protect patients, customers or the Services.

Where reasonably practicable, we will notify the Clinic and give it an opportunity to resolve the problem.

We will seek to limit a suspension to the affected account, feature or activity where reasonably possible.

26. Term and termination

These Terms apply while the Clinic has an active right to use the Services.

The subscription term and any renewal arrangements are specified in the applicable Order Form.

Either party may terminate an agreement for material breach where the other party fails to remedy a remediable breach within 14 days after receiving written notice describing the breach.

A party may terminate immediately where the other party:

• commits a material breach that cannot reasonably be remedied;
• becomes insolvent or ceases business, subject to applicable law;
• uses the Services for serious unlawful activity; or
• creates a material and continuing security or patient-safety risk that cannot reasonably be addressed by a lesser measure.

Any right to terminate for convenience is governed by the applicable Order Form.

27. Data following termination

Following termination or expiry, the Clinic should arrange to export information it requires using available export facilities or by requesting an agreed export.

Unless a different period is specified in an applicable agreement, we may provide a reasonable period after termination for the Clinic to obtain its data.

After that period, Clinic Data may be deleted or anonymised in accordance with:

• the Clinic’s instructions;
• the Data Processing Agreement;
• the Privacy Policy;
• applicable retention requirements; and
• any legal obligation requiring continued retention.

We may retain limited records relating to contracts, invoices, security events, disputes or legal compliance where reasonably necessary.

Termination does not require us to delete information that has previously been irreversibly anonymised and can no longer reasonably be linked to a patient or the Clinic.

28. Third-party services

Certain Occlus functions depend on third-party infrastructure, AI processing, communications, computing or other technology services.

We select and manage such providers in accordance with our operational, contractual, security and privacy processes.

We remain responsible for obligations that applicable law or our agreement places on us, but we do not control the independent operation of third-party networks or platforms.

Features dependent on a third-party platform may change or cease to operate if that platform modifies or discontinues its service.

29. Warranties

We warrant that we will provide the Services with reasonable care and skill.

Except for express obligations in these Terms, an Order Form or applicable law, and to the maximum extent permitted by law, we do not warrant that:

• the Services will operate without interruption;
• every software defect will be corrected immediately;
• AI output will always be accurate or complete;
• third-party networks or platforms will always remain available;
• the Services will satisfy requirements that the Clinic has not disclosed to us; or
• use of the Services removes the Clinic’s obligation to exercise professional judgement or comply with applicable law.

Nothing in these Terms excludes a term, warranty, right or remedy that cannot lawfully be excluded.

30. Limitation of liability

Nothing in these Terms excludes or limits liability to the extent that such liability cannot lawfully be excluded or limited, including liability that applicable law prevents a party from excluding.

Subject to that limitation, neither party will be liable to the other for indirect or consequential loss arising from the Services, including loss of profit, revenue, goodwill or anticipated savings, where such loss is not a direct and reasonably foreseeable result of the relevant breach.

To the maximum extent permitted by law, Precision Expert Holdings Limited’s aggregate liability arising out of or relating to the Services during any 12-month period will not exceed the total fees paid or payable by the Clinic for the affected Services during the 12 months immediately preceding the event giving rise to the claim.

Where the Clinic has used the Services for less than 12 months, the cap will be the fees paid or payable for the period from commencement until the event giving rise to the claim.

The parties acknowledge that the allocation of risk in this section is reflected in the commercial pricing of the Services.

Nothing in this section limits the Clinic’s obligation to pay properly due fees.

31. Clinical responsibility

Without limiting any other provision, Occlus is not responsible for:

• the professional judgement of a healthcare practitioner;
• a diagnosis made by a practitioner;
• treatment selected or provided by a Clinic;
• failure by a user to review an AI-generated draft;
• reliance on an AI result contrary to the warnings or intended use displayed by the Service;
• information entered incorrectly by the Clinic; or
• unauthorised use of an account resulting from the Clinic’s failure to protect its credentials,

except to the extent that the relevant loss was directly caused by a breach of an obligation owed by Occlus and liability cannot otherwise validly be excluded or limited.

32. Indemnity

To the extent permitted by law, the Clinic will indemnify Precision Expert Holdings Limited against third-party claims, losses and reasonable costs arising directly from:

• the Clinic’s unlawful use of the Services;
• the Clinic’s material breach of these Terms;
• patient data supplied without authority;
• the Clinic’s failure to obtain a consent or notice that applicable law requires the Clinic to obtain;
• content or instructions supplied by the Clinic that infringe another person’s rights; or
• clinical treatment or professional services provided by the Clinic,

in each case to the extent the claim was caused by the Clinic’s act or omission rather than a breach by Occlus.

Occlus will take reasonable steps to mitigate recoverable loss.

33. Regulatory cooperation

Where reasonably necessary in connection with the Clinic’s use of Occlus, we may assist the Clinic with reasonable information concerning:

• privacy;
• data processing;
• security;
• audit records;
• service operation; and
• relevant technical documentation.

This assistance does not transfer the Clinic’s own regulatory or professional obligations to Occlus.

We may cooperate directly with a regulator or competent authority where required by law.

34. Changes to the Services required by law or safety

We may modify, disable or restrict functionality where reasonably necessary to:

• comply with law;
• respond to regulatory guidance;
• protect personal data;
• address a cybersecurity issue;
• address a material patient-safety concern; or
• comply with requirements imposed on an essential third-party service.

Where a material change affects a paid Service, we will provide reasonable notice where circumstances permit.

35. Changes to these Terms

We may update these Terms to reflect:

• changes in the Services;
• new features;
• security requirements;
• legal or regulatory developments; or
• reasonable changes to our commercial or operational practices.

For material changes, we will provide reasonable notice before the revised Terms take effect unless an earlier change is reasonably required by law, security or patient safety.

Changes will not retrospectively alter fees or rights that have already accrued.

36. Force majeure

Neither party will be liable for delay or failure to perform an obligation caused by circumstances beyond its reasonable control, including:

• natural disasters;
• extreme weather;
• fire;
• widespread telecommunications failure;
• power failure;
• internet infrastructure failure;
• cyberattack despite reasonable safeguards;
• epidemic or public-health emergency;
• war;
• civil disturbance;
• government action; or
• failure of an essential third-party infrastructure provider outside the party’s reasonable control.

This section does not excuse an obligation to pay fees already properly due.

37. Assignment

The Clinic may not transfer its agreement with Occlus to another legal entity without our prior written consent, which will not be unreasonably withheld where the transfer forms part of a bona fide restructuring or sale of the Clinic.

We may assign or transfer our agreement in connection with a corporate restructuring, financing, merger, acquisition or transfer of the Occlus business, provided that the successor assumes the relevant contractual obligations.

38. Entire agreement

These Terms, the applicable Order Form, any Data Processing Agreement and other documents expressly incorporated into them constitute the agreement between the parties concerning the Services.

They supersede prior discussions or representations concerning the same subject matter, except in the case of fraud.

39. Severability

If a provision of these Terms is found invalid or unenforceable, that provision will be interpreted or modified to the minimum extent necessary to make it enforceable where permitted by law.

The remaining provisions will continue in effect.

40. Waiver

A failure or delay in exercising a contractual right does not by itself waive that right.

A waiver is effective only in relation to the matter for which it is given.

41. Third-party rights

A person who is not a party to the agreement between Precision Expert Holdings Limited and the Clinic has no right under the Contracts (Rights of Third Parties) Ordinance (Cap. 623) to enforce any provision of that agreement.

Patients do not become parties to these Terms merely because their Clinic uses Occlus to manage their records or communicate with them.

42. Electronic agreement

The parties agree that these Terms and related agreements may be accepted, entered into and communicated electronically.

Electronic acceptance, an electronic signature, activation of an account following acceptance, or another agreed electronic method may constitute acceptance of the relevant agreement.

43. Governing law and jurisdiction

These Terms and any non-contractual obligations arising from or connected with them are governed by the laws of the Hong Kong Special Administrative Region.

The parties submit to the exclusive jurisdiction of the courts of Hong Kong, unless an applicable Order Form expressly provides for another agreed dispute-resolution procedure.

44. Notices

Contractual notices to the Clinic may be sent to the administrative or billing contact associated with the Clinic’s account.

Notices to Precision Expert Holdings Limited may be sent to:

Precision Expert Holdings Limited
Room 12, 5/F, Fullagar Industrial Building, 234 Aberdeen Main Road, Aberdeen, Hong Kong
Email: brandon@occlus.health

45. Contact

Questions concerning these Terms or the Occlus Services may be directed to:

Precision Expert Holdings Limited
Room 12, 5/F, Fullagar Industrial Building, 234 Aberdeen Main Road, Aberdeen, Hong Kong
Email: brandon@occlus.health

Occlus is operated by Precision Expert Holdings Limited, incorporated in Hong Kong.